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FPH Reports Record Full Year Result

Full Year Results26 May 2019FPHHealthcare

News Release
STOCK EXCHANGE LISTINGS: NEW ZEALAND (FPH), AUSTRALIA (FPH)


Fisher & Paykel Healthcare Reports Record Full Year Result, Achieves Revenue Milestone

of NZ$1 Billion


Auckland, New Zealand, 27 May 2019 - Fisher & Paykel Healthcare Corporation Limited today

announced a record result for the 2019 financial year, with net profit after tax up 10% to NZ$209.2

million. The company also reached the milestone of achieving over NZ$1 billion in revenue, with

operating revenue up 9% to a record NZ$1.07 billion.


“Our record results were driven by our innovative products, the dedication of our teams around the

world, a culture of continuous improvement and the value we offer for clinicians and patients,” said

Managing Director and CEO, Lewis Gradon. “It is now 50 years since the inception of our business

and our results this year are a reflection of our long term and consistent growth strategy.”


Operating revenue for the Hospital product group, which includes products used in respiratory,

acute and surgical care, increased 12% to a record NZ$642.3 million, or 11% growth in constant

currency. Products in the Hospital group made up 60% of the company’s operating revenue.


“Our Optiflow nasal high flow therapy remains a key growth driver for our hospital business and

over the past year we estimate that approximately 3 million patients were treated with our Optiflow

products. This was reflected in robust constant currency revenue growth of 20% from new

applications consumables which now account for 62% of our Hospital consumables revenue.”


Operating revenue for the Homecare product group, which includes products used in the treatment

of obstructive sleep apnea (OSA) and respiratory support in the home, rose 6% to NZ$421.5

million, or 4% growth in constant currency. A hiatus in OSA mask launches was offset by a strong

contribution from the successfully completed roll out of the company’s new SleepStyle OSA device

to all major markets, and from home respiratory support.


“We were pleased to launch our new F&P Vitera

TM

OSA full face mask recently. This mask puts

patient comfort first and incorporates our new VentiCool

TM

technology, the next generation of mask

seal and other innovative design features. The initial response from our customers in Australasia,

Canada and Europe has been positive and we look forward to releasing Vitera in more countries

during the course of this year.”


Gross margin increased by 56 basis points to 66.9%, or a 58 basis points increase in constant

currency, compared to the previous year, primarily due to favourable product mix.


“Research and development remains a fundamental part of our success story, with a cumulative

$750+ million invested in R&D since 2001. Last year, we invested $100 million (equal to 9% of our

revenue) into R&D and we have a full pipeline of new products in development.”


Dividend and Suspension of Dividend Reinvestment Plan

The final dividend of 13.5 cents per share, carrying full New Zealand imputation credit, will be paid

on 5 July 2019. Given the company’s strong performance over the last five years and reduction of

debt to below the target gearing range, the Board has determined to suspend the dividend

reinvestment plan (DRP). As a result, shareholders who have previously elected to participate in

the DRP will receive dividends in cash for the dividend scheduled to be paid on 5 July 2019.


Outlook for FY2020

“Achieving $1 billion in revenue is a milestone for our company, however, we are not sitting still.

We will continue to build on our strengths and continuously improve and expand our portfolio of

valued solutions for healthcare providers and patients.



“We expect capital expenditure for the 2020 financial year to be approximately NZ$150 million as

we increase capacity for both existing and new products and complete construction of the fourth

building on our Auckland campus.


At current exchange rates we expect full year operating revenue for the 2020 financial year to be

approximately NZ$1.15 billion and net profit after tax to be approximately NZ$240 million to

NZ$250 million. Recent changes introduced by the New Zealand Taxation (Research and

Development Tax Credits) Act 2019, a significant reduction in patent litigation costs and forecast

currency benefits have been factored into our earnings guidance for 2020.


“We are looking forward to the future and what it holds for our company and are well positioned to

meet growing demand for our products and systems and continuing to deliver better healthcare

solutions,” concluded Mr Gradon.


Overview of key results for the 2019 financial year

 10% growth in net profit after tax to a record NZ$209.2 million.

 8% increase in final dividend to 13.5 cps (2018: 12.5 cps).

 9% growth in operating revenue to a record NZ$1.07 billion, 8% growth in constant currency.

 12% growth in Hospital operating revenue, 11% growth in constant currency.

 Revenue growth of 20% in constant currency for consumables used in non-invasive ventilation,

Optiflow nasal high flow therapy and surgical applications, accounting for 62% of Hospital

consumables revenue.

 6% growth in Homecare operating revenue, 4% growth in constant currency.

 Investment in R&D was 9% of revenue or NZ$100.4 million.

 86% of the company’s revenue was generated from recurring items, such as consumables and

accessories.


About Fisher & Paykel Healthcare

Fisher & Paykel Healthcare is a leading designer, manufacturer and marketer of products and

systems for use in respiratory care, acute care, surgery and the treatment of obstructive sleep

apnea. The company’s products are sold in over 120 countries worldwide. For more information

about the company, visit our website www.fphcare.com.


Ends


Media & Investor Contacts:

Marcus Driller

VP Corporate

marcus.driller@fphcare.co.nz

+64 (0) 27 578 9663

Hayden Brown

Investor Relations Manager

hayden.brown@fphcare.co.nz

+64 (0) 27 807 8073



Accompanying Documents

Please find attached to this news release the following additional documents:

 Results in Brief

 Annual Report 2019

 Investor Presentation 2019

 Annual Review 2019

 NZX Results Announcement

 NZX Distribution Notice


The 2019 Annual Report is also available online at https://annualreport.fphcare.com/.


Constant Currency Information

Constant currency information included within this news release is non-conforming financial

information, as defined by the NZ Financial Markets Authority, and has been provided to assist


users of financial information to better understand and track the company’s comparative financial

performance without the impacts of spot foreign currency fluctuations and hedging results and has

been prepared on a consistent basis each year. A constant currency analysis is included on page

36 of the company’s Annual Report 2019 and the company’s constant currency income statement

framework can be found on the company’s website at www.fphcare.com/ccis.


Full Year Results Conference Call

Fisher & Paykel Healthcare will host a conference call today to review the results and to discuss

the outlook for the 2020 financial year. The conference call is scheduled to begin at 10:00am

NZST, 8:00am AEST (6:00pm USEDT) and will be broadcast simultaneously over the internet.


To listen to the webcast, access the company’s website at www.fphcare.com/investor. Please

allow extra time prior to the webcast to visit the site and download the streaming media software if

required. An online archive of the event will be available approximately two hours after the webcast

and will remain on the site for two weeks.


To attend the conference call, participants will need to dial in to one of the numbers below 5 to 10

minutes prior to the scheduled call time and identify yourself to the operator. When prompted,

please quote the conference code of: 7242707.


New Zealand Toll Free 0800 423 970 US/Canada Toll Free 800 458 4121

Australia Toll Free 1800 573 793 Hong Kong Toll Free 800 961 105

United Kingdom Toll Free 0800 358 6377 International +64 9 913 3622

---

Results in Brief



Year Ended Year Ended

% Change

31-Mar-18 31-Mar-19

NZ$M NZ$M

(except as otherwise

stated)

(except as otherwise

stated)

FINANCIAL PERFORMANCE




Total operating revenue 980.8 1,070.4 +9%

Cost of sales (330.4) (354.6) +7%

Gross profit 650.4 715.8 +10%

Gross margin 66.3% 66.9% +56bps

Other income 5.0 5.0 -

Selling, general and administrative expenses (290.9) (327.8) +13%

Research and development expenses (94.7) (100.4) +6%

R&D percentage of operating revenue 9.7% 9.4% -28bps

Total operating expenses (385.6) (428.2) +11%

Operating profit before financing costs 269.8 292.6 +8%

Operating margin 27.5% 27.3% -17bps

Net financing (expense) (2.0) (1.4) -30%

Profit before tax 267.8 291.2 +9%

Tax expense (77.6) (82.0) +6%

Profit after tax 190.2 209.2 +10%




Revenue by Region:




North America 458.5 501.5 +9%

Europe 297.6 314.6 +6%

Asia Pacific 181.0 208.1 +15%

Other 43.7 46.2 +6%

Total 980.8 1,070.4 +9%




Revenue by Product Group:




Hospital 572.1 642.3 +12%

Homecare 398.1 421.4 +6%

Core products sub-total 970.2 1,063.7 +10%

Distributed and other 10.6 6.7 -37%

Total 980.8 1,070.4 +9%


FINANCIAL POSITION




Tangible assets 940.1 1,106.3 +18%

Intangible assets 85.1 100.4 +18%

Total assets 1,025.1 1,206.7 +18%

Total liabilities (263.7) (293.5) +11%

Shareholders’ equity 761.4 913.2 +20%

Gearing -7.3% -6.7% -61bps

Net tangible asset backing (cents per share) 121 146 +21%



Results in Brief (continued)




Year Ended Year Ended

% Change

31-Mar-18 31-Mar-19

NZ$M NZ$M

(except as otherwise

stated)

(except as otherwise

stated)




CASH FLOWS




Net cash flow from operating activities 247.8 253.3


Net cash flow (used in) investing activities (198.5) (125.7)

Net cash flow (used in) financing activities (79.1) (113.1)





SHARES OUTSTANDING


Weighted average basic shares outstanding 570,023,436 572,780,545


Weighted average diluted shares outstanding 576,449,648 578,050,600


Basic shares outstanding at year end 571,230,264 573,708,739





DIVIDENDS AND EARNINGS PER SHARE


Dividends per share (cents) 21.25 23.25 +9%

Basic earnings per share (cents) 33.4 36.5 +9%



Constant Currency Analysis


CONSTANT CURRENCY INCOME STATEMENTS

Year Ended Year Ended

% Change 31-Mar-18 31-Mar-19

NZ$M NZ$M

Total operating revenue 966.0 1,040.8 +8%

Cost of sales (327.7) (347.0) +6%

Gross profit 638.3 693.8 +9%

Gross margin 66.1% 66.7% +58bps

Other income 5.0 5.0 -

Selling, general and administrative expenses (291.0) (321.7) +11%

Research and development expenses (94.7) (100.4) +6%

Total operating expenses (385.7) (422.1) +9%

Operating profit 257.6 276.7 +7%

Operating margin 26.7% 26.6% +8bps

Financing expenses (net) (2.0) 0.9 -145%

Profit before tax 255.6 277.6 9%



The significant exchange rates used in the constant currency analysis, being the budget exchange rates for the year ended 31 March 2019,

are USD 0.72, EUR 0.59, AUD 0.93, GBP 0.52, CAD 0.94, JPY 77.00 and MXN 13.60.


A constant currency income statement is prepared each month to enable the board and management to monitor and assess the company’s

underlying comparative financial performance without any distortion from changes in foreign exchange rates. The table above provides

estimated NZ dollar income statements for the relevant periods, which have all been restated at the budget foreign exchange rates for the

2019 financial year but after excluding the impact of movements in foreign exchange rates, hedging results and balance sheet translations.


This constant currency analysis is non-conforming financial information, as defined by the NZ Financial Markets Authority, and has been

provided to assist users of financial information to better understand and assess the company’s financial performance without the impacts of

spot foreign currency fluctuations and hedging results and has been prepared on a consistent basis each half year. The company’s constant

currency income statement framework can be found on the company’s website at www.fphcare.com/ccis.

---

Annual Report 2019 | Care by design

A world
of care

1969

Our first humidifier began with three people, in one city and

a can-do prototype made from a humble fruit preserving

jar. In the 50 years since, we’ve transformed from across

town to across continents. Our work is all about talented

people working together to solve problems so that millions

of patients can have healthier, more restful, productive lives.

50 years of care today, many more from tomorrow.

2019BEYOND
care

collaboration

can-do

2Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
We know that

when great people

come together with a

can-do attitude

and an utmost

sense of care,

lives are changed.

3Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Helping approximately

14 million patients in more

than 120 countries, our

world of care continues

to expand, grow

and develop.

4Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Contents

OVERVIEW OF OUR BUSINESS

5

DETERMINING OUR MATERIAL MATTERS

10

FINANCIAL AND BUSINESS HIGHLIGHTS

12

CHAIRMAN’S REPORT

14

CEO’S REPORT

16

HOSPITAL / HOMECARE OVERVIEW

20

OUR STRATEGIES

22

– GLOBAL REACH

22

– CHANGING CLINICAL PRACTICE

24

– BETTER PRODUCTS

26

– SUSTAINABLE, PROFITABLE GROWTH

28

OUR BOARD

30

OUR EXECUTIVE MANAGEMENT TEAM

32

FINANCIAL COMMENTARY

35

FINANCIAL STATEMENTS

39

NOTES TO FINANCIAL STATEMENTS

43

AUDITOR’S REPORT

67

SOCIAL RESPONSIBILITY & GOVERNANCE

70

FIVE YEAR SUMMARY

99

GLOSSARY

102

GRI CONTENT INDEX

103

DIRECTORY

105

Constant currency information contained within this report is non-conforming financial information, as defined by the

NZ Financial Markets Authority (FMA) and has been provided to assist users of financial information to better

understand and assess the company’s financial performance without the impacts of spot financial currency

fluctuations and hedging results, and has been prepared on a consistent basis each financial year. A reconciliation

between reported results and constant currency results is available on page 36 of this report. The company’s

constant currency income statement framework can be found on our website at www.fphcare.com/ccis.

This report covers the financial year ended 31 March 2019 and is dated 27 May 2019. The report has been

approved by the Board and is signed on behalf of Fisher & Paykel Healthcare Corporation Limited by

Tony Carter, Chairman and Lewis Gradon, Managing Director and Chief Executive Officer.

LEWIS GRADON, MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER

TONY CARTER, CHAIRMAN

About this report

Welcome to Fisher & Paykel Healthcare’s 2019 Annual Report

– A World of Care.

We are privileged to be in an industry where the work we do has

a direct impact on improving people’s lives, right around the

world. Last year, we estimate that our products were used in the

treatment of approximately 14 million patients.

Our report this year underlines our primary focus on producing

innovative healthcare devices that improve the health and

quality of life for people all over the world, something that we

have been doing for the last 50 years. We also recognise the

importance of sustainable, profitable growth which will enable

us to continue to deliver new innovations and improved patient

outcomes for many years into the future.

Fisher & Paykel Healthcare see corporate social responsibility

and sustainability as inextricably linked to the way we do

business. We know that strong financial performance cannot be

achieved without looking after our people, suppliers and

customers. And being financially successful means we can

continue to be a major contributor to medical care, to our

communities and economies through areas such as tax and

employment, and to return a portion of profits to our

shareholders as dividends. Our awareness of the reciprocal

nature of this is what we believe positions our company

for long-term, sustainable and profitable growth.

This report is designed to meet the evolving needs and

requirements of a wide range of stakeholders. In previous years

we have prepared separate reports, including a separate

Corporate Governance Statement, detailing our governance,

sustainability and social responsibility practices. This year we

have incorporated all of these topics within this one report. As

with all areas of our business, we are constantly looking for

continuous improvement opportunities and would welcome

feedback on this report. Please address any questions,

comments or suggestions to investor@fphcare.co.nz.

Digital versions of this report, and of our previous annual,

interim and sustainability reports, are available at

www.fphcare.com/investor-reports.

5Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
OUR BUSINESS

AT A GLANCE

Fisher & Paykel Healthcare is a leading

designer, manufacturer and marketer

of products and systems for use in

respiratory care, acute care, surgery

and the treatment of obstructive

sleep apnea.

Our medical devices and

technologies are designed to

help patients get better faster.

We help patients transition to

less acute care settings, help

them recover more quickly and

provide solutions that can assist

them to avoid more acute

conditions. We also provide the

ability for many patients to be

treated in the home rather than

the hospital.

Product innovation is essential

to our success. Since 1969, when

our first prototype respiratory

humidifier was developed, we

have focused on continuous

development and innovation.

Our aim is to lead the way in the

development of medical devices

and technologies, and our

products are considered leaders

in their respective fields.

We are driven by our purpose of

improving care and outcomes

through inspired and world

leading healthcare solutions.

Assisting clinicians around the

world to deliver the best

possible patient care through

continuous product

improvement, pioneering new

therapies and changing clinical

practice is key to our success.

6Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
HOW OUR

BUSINESS WORKS

RESEARCH & DEVELOPMENT

Our R&D is based in New Zealand. The team

spends many hours in hospitals, and with

patients and clinicians, in order to develop

better technology that enhances patient care.

We typically invest around 9–10% of our revenue

in R&D annually.

SUPPLY CHAIN

We have distribution centres located around

the world and a network of distributors. We

use air, sea, road and rail freight, with a focus

on sustainable and cost effective methods

of transportation. We source materials

from all over the world and look for socially

responsible partners to support our growth.

THERAPIES

60% of our operating revenue is from

products and systems used in hospitals in

invasive ventilation, non-invasive ventilation,

nasal high flow therapy and surgery. The

remainder is from products used in home

environments to treat patients suffering

from obstructive sleep apnea and those in

need of respiratory support.

CUSTOMERS

We work with thousands of healthcare

professionals, including doctors, clinicians

and nurses, giving them the products and

tools to deliver the best possible care. Our

largest markets (in order of size) are North

America, Europe, and Asia Pacific.

MANUFACTURING

We manufacture in NZ (approximately 66%)

and Mexico (approximately 34%). The co-location

of engineering, quality, manufacturing, marketing

and clinical teams facilitates collaboration and

an awareness of the medical device process from

concept and design right through to how our

products are used by patients.

PATIENTS

Each year millions of patients are treated with

our products in over 120 countries. Seeking to

understand our patients’ needs is what drives

our R&D programme.

The needs of our customers

and their patients drive

everything we do. We call this

Care by Design.

7Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Canada

Direct Sales

Distributed sales with F&P people

Distribution Centres

Manufacturing Facilities

Mexico

China

Hong Kong

Taiwan

Japan

South Korea

Portugal

Brazil

Saudi Arabia

United

Arab Emirates

Indonesia

Colombia

Spain

Wales

France

USA

India

AustraliaNew Zealand

Scotland

England

Sweden

Poland

Northern Ireland

Netherlands

Germany

Italy

Belgium

Finland

Austria

Ireland

Switzerland

Turkey

Russia

Norway

Denmark

38

Our people are located

in 38 countries

1,493

People in North America

303

People in Europe

2,416

People in New Zealand

335

People in the

rest of the world

Sri Lanka

8Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
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Our inputsOur outputs

AGEING POPULATION | TECHNOLOGY ADVANCEMENT | HEALTHCARE COSTS INCREASING | OTHER EXTERNAL FACTORS

MARKET CONTEXT

Our

4,500+

people

50 years

of trusted

relationships

Benefits to

our people

Global

supply

networks

Increased

shareholder

value

Excellence

in R&D

Doubling

our constant

currency

revenue every

5-6 years

Trusted

brand

Improving

care & outcomes

through inspired

and world-leading

healthcare solutions

Care by Design.

Improved

care &

outcomes for

patients

Increased

efficiency

of care

9Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Our culture is encapsulated by the following values and beliefs:

OUR VALUES

Life

We relentlessly focus on

improving patients’ lives and

strive to provide a high quality of

life for our employees.

Relationships

We care for our patients,

customers, suppliers,

shareholders, the environment

and each other.

Internationalism

We are global in people, in

thinking and in behaviours.

Commitment

We value people who are

self-motivated and have a desire

to make a real contribution.

Originality

We encourage original thinking

which leads to the innovative

solutions required to create

better products, processes and

practices.

OUR BELIEFS

We believe in doing what is

best for the patient.

We believe the commitment to

doing the right thing is what our

customers will find compelling.

We believe that empathy,

effectiveness and efficiency are

essential to our success.

We believe our people

are our strength.

We believe lessons learned

are the cornerstones

of innovation.

We believe in the need to be

relentless in the pursuit of

healthcare innovation.

OUR UNIQUE CULTURE,

VALUES AND BELIEFS

In our view, a company’s culture is often

the key factor that distinguishes between

those that succeed and those that fail.

At Fisher & Paykel Healthcare we have a

culture of remembering our roots, having

genuine care for the work and always

doing the right thing. Actions, not just

words.

In the early days we were the underdogs,

competing against much larger

multinationals with more resources. We

trusted each other, we were inclusive, we

solved problems by looking for

alternatives, and we weren’t afraid to think

differently; to strive to deeply understand

our customers and try new things,

accepting that making mistakes is a

cornerstone of innovation. We knew that

our advantage was our ability to innovate.

Put simply, we had to be better to survive.

While some of our products may now be

the market leaders, we recognise the

importance of maintaining that underdog

mentality. It’s our culture, created back

when we were a team much smaller than

we are today, that will see us into the next

50 years.

10Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
DETERMINING OUR MATERIAL MATTERS

In 2018, we conducted a materiality assessment to determine our most

material issues. The process referenced guidance set by the Global

Reporting Initiative (GRI) framework, and “materiality” in this context

differs from financial and audit interpretations and NZX/ASX definitions of

material information.

In 2019, we validated and updated this materiality assessment through

interviews with a small set of key stakeholders who were chosen to

represent different facets of our business.

Results of the materiality assessment are shown in the matrix on the next

page. The highest-ranking issues have been grouped according to our

core business strategies, as indicated below, and will be the focus of this

report. Other issues have also been categorised, and are covered later in

this report, predominantly in the Social Responsibility & Governance

section.

Our materiality process

In 2018, material topics were identified through review of our business

risks matrix, the United Nations (UN) Sustainable Development Goals

(SDGs), GRI issues, and the UN Global Compact. Additionally, we drew on

our knowledge from regular consultation with customers, healthcare

professionals, suppliers and investors. We also considered broader trends,

such as the ageing population, healthcare demographics and disruptive

technologies. Subsequent interviews were conducted with a cross-

functional range of our internal and external stakeholders asking for their

assistance in prioritising our topics. We then consulted and reflected on

the results with members of our Executive Management team.

While we did not expect these topics to change significantly for 2019, we

have again elected to directly engage a cross-section of internal and

external stakeholders, this time through a series of interviews conducted

by an independent third party, thinkstep. Included in the 2019 interviews

were representatives from our employees, customers, physicians,

community, healthcare professionals, investors and suppliers.

When our original materiality matrix was developed we asked our

stakeholders to rank issues according to what they believed should be the

most important to our business. As can be seen in the matrix, there was

strong alignment of views between internal and external stakeholders.

The underlying themes have remained broadly consistent with last year’s

materiality process. Patient safety remains an overriding priority for all

stakeholders. The importance of innovation and product quality were also

common threads in the 2019 interviews. Another theme that came

through very strongly this year was that it is our culture that sets us apart

– a culture that is innovative, supportive and always puts the patient first.

These themes will be explored further in future reports as we continue to

build on the management and reporting of environmental, social and

governance topics we began in 2018.

The approach taken to our materiality assessment and the content in this

report has been informed by the principles of the GRI. A GRI reference

index based on the GRI Sustainability Reporting Standards (2016) can be

found on pages 103 to 104. We anticipate that future reports will be in

accordance with the GRI Standard (core).

CUSTOMER EXPERIENCE

LEGAL COMPLIANCE

ANTI-BRIBERY AND CORRUPTION

MARKET ACCESS RISK

PRODUCT INNOVATION

PRODUCT QUALITY

CYBER SECURITY AND

DATA PROTECTION

EMPLOYEE ATTRACTION,

DEVELOPMENT AND RETENTION

PATIENT SAFETY

ETHICAL RESEARCH

SUSTAINABLE, FINANCIAL

PERFORMANCE

HEALTH, SAFETY & WELLBEING

INTELLECTUAL PROPERTY

BUSINESS CONTINUITY

CORPORATE GOVERNANCE

Global reach

Better products

Sustainable,

profitable growth

Change

clinical practice

11Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
United Nations Sustainable

Development Goals

Fisher & Paykel Healthcare

supports the UN SDGs. We

have identified three goals

where we believe we have a

unique opportunity to make a

positive difference in order to

achieve a better and more

sustainable future for all. We

have highlighted below the

SDGs to which we can

contribute the most and in this

report we share areas and

initiatives where we contribute

toward these goals.

MATERIALITY MATRIX

Patient safety

Product

innovation

Product quality

Health, Safety & Wellbeing

Healthcare demographics

Resource efficiency

Carbon & energy

Community

Corporate governance

Ethical research

Disruptive technologies

Improving public health

Business continuity

Market access risk

Labour practices

Healthcare waste management

Ethical supply chain

Diversity & inclusion

Local employment

Intellectual Property

Employee attraction, development

and retention

Anti-bribery & corruption

Cyber security & data protection

Customer

experience

Legal compliance

Sustainable financial

performance

BUSINESS IMPACT


(based on stakeholder concern)

STAKEHOLDER CONCERN (external stakeholders only)

5.56.06.57.07. 58.08.59.09.510.0

5.5

6.0

6.5

7.0

7. 5

8.0

8.5

9.0

9.5

10.0

12Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Financial &

business highlights

OPERATING REVENUE

NZ$1.07 billion


9%

NET PROFIT AFTER TAX

NZ$209.2 MILLION

10%

GROSS MARGIN

56 BASIS POINTS INCREASE

66.9%

TOTAL DIVIDEND FOR YEAR

NZ 23.25CPS FULLY IMPUTED

9%

HOSPITAL REVENUE GROWTH

NZ$642.3 MILLION

12%

SPEND ON R&D NZ$

9% OF OPERATING REVENUE

$100.4m

NEW APPLICATIONS CONSUMABLES

REVENUE GROWTH

20%

( CONSTANT

CURRENCY)

13Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
OPERATING REVENUE

NZ$ MILLIONS

NET PROFIT AFTER TAX

NZ$ MILLIONS

REVENUE BY PRODUCT GROUP

12 MONTHS TO 31 MARCH 2019

REVENUE BY REGION

12 MONTHS TO 31 MARCH 2019

120+

COUNTRIES

Hospital

Homecare

Distributed & Other

North America

Europe

Asia Pacific

Other

60%

1%

39%

47%

29%

20%

4%

1516171819

672.3

815.5

894.4

1,070.4

980.8

1918171615

113.2

143.4

169.2

209.2

190.2

+

INTRODUCED

F&P Vitera

TM

full face mask,

F&P Optiflow

TM

3S nasal cannula,

and new neonatal breathing

circuits for the F&P 950

TM

Heated

Humidification System.

+

CONTINUED

with the global roll-out of our

enterprise resource planning

system (ERP).

+

IMPACTED

the lives of approximately

14 million patients around

the world.

+

COMPLETED

construction of our second

manufacturing facility in Tijuana,

Mexico with operations to

commence during FY20.

+

WELCOMED

Neville Mitchell as a non-executive

director and two new members of

our Executive Management Team;

Lyndal York as CFO and

Marcus Driller as VP-Corporate.

+

AWARDED

two Gold Pins in the User

Experience category at the

NZ Best Design Awards for

F&P InfoSmart

TM

Web and our

F&P Sleepstyle

TM

patient app.

+

PROGRESSED

an exciting product pipeline, with

several new product launches

anticipated.

+

GREW

the body of clinical evidence

supporting the use of Optiflow

nasal high flow, including a key

publication demonstrating

significant benefits for Chronic

Obstructive Pulmonary Disease

(COPD) patients in the home

using our myAirvo

TM

device.

+

INCLUDED

in the FTSE4Good and

Dow Jones Sustainability

Indices for 2018.

14Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
I am pleased to report on what has

been another successful year for our

company with net profit after tax up

10% to $209.2 million. Of particular

note, we were delighted to achieve

the milestone of becoming a

NZ$1 billion company, with

operating revenue of $1.07 billion.

Report from

the Chairman

of the Board

Tony Carter

We continue to build on our history of

innovation and global competitiveness and

our drive to do things differently and

better.

It is now 50 years since Fisher & Paykel’s

prototype respiratory humidifier was first

developed. It took three years to get the

Spence and Melville Humidifier to the

prototype stage. The company then

worked with clinicians and patients,

experts from New Zealand’s Department

of Scientific and Industrial Research and

specialist materials manufacturers.

The project spanned from design to

manufacturing logistics to protection of

intellectual property. The focus was on

international sales and a key factor during

development was ensuring the product

met standards specifications for global

markets. As it is today, our philosophy of

collaboration with world-leading clinical

experts was at the forefront of our efforts.

Fifty years on, we are a substantial

business, operating successfully on the

global stage and with a proven track

record. Our product range has grown to

include over 1,400 products and sales have

grown from just $20,000 in 1972 to be over

$1 billion now.

However, some things have not changed.

Our relentless focus on delivering the best

solutions for patients continues to

underpin all that we do and our ‘Care by

Design’ philosophy unites our global team

of over 4,500 people. On behalf of the

Board, I would like to acknowledge the

efforts of all our people in our markets

across the world.

15Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Protection of Intellectual Property

Throughout our history, we have invested

consistently in R&D, leading to products and

systems which have enabled us to positively

impact the lives of many millions of patients.

Protecting this investment and our

intellectual property is crucial in today’s

competitive global marketplace.

We have now settled all outstanding patent

infringement disputes between the company

and ResMed. We are pleased to bring these

disputes to a close and we appreciate the

support of our customers and shareholders

through the process. We will continue to

defend and protect our intellectual property

where necessary.

Investing in our business

Our aspiration remains to sustainably double

our constant currency revenue every five to

six years and we are investing in our

business to support this growth.

We took possession of our second Mexican

manufacturing facility - the Melville Building

- in January 2019 and our first production

output is expected in the middle of this year.

This is on a 15 hectare campus providing

room for future expansion. The location is

part of a global medical device

manufacturing hub in Tijuana and allows us

access to the established skill set of the local

workforce. The Board visited our Mexican

facilities in September 2018 and we continue

to be impressed with the quality, efficiency

and performance of our Mexican teams.

In New Zealand, we are making good

progress on the construction of our fourth

building, which we expect to be completed

in early 2020. This will house a combination

of R&D, pilot manufacturing and a

distribution centre and has been designed

and built with environmental sustainability in

mind, to a New Zealand Building Council

Green Star 5 rating.

Your Board

We farewelled long serving director Arthur

Morris in August last year and welcomed

Neville Mitchell as a non-executive director.

Neville has extensive global financial and

medical device experience and most

recently served as Chief Financial Officer of

ASX-listed Cochlear Limited, the world

leader in the development, manufacture and

sale of cochlear implants.

We were also pleased to welcome Claudia

Wyss as part of the Future Directors

programme, which provides Board

participation for potential directors. We

believe this is a valuable programme that

not only provides benefit to our company,

but also grows the pool of director talent in

New Zealand.

Both Neville and Claudia bring valuable

insights and expertise which complement

that of other Board members.

We continue to find an external independent

review of the Board to be a very useful

process, identifying areas of strength and

opportunities for improvement. This year’s

review helped the Board further refine

succession planning. We were able to use

these insights as part of the director search

process, following which Neville Mitchell was

appointed to the Board.

Dividend

The Board has declared a final dividend of

13.50 cents per share. This takes the total

dividend for the 2019 financial year to 23.25

cents per share and equates to a dividend

payout ratio of approximately 64% of net

profit after tax for the year.

Given the company’s strong performance

over the last five years and reduction of debt

to below the target gearing range, the Board

has determined to suspend the dividend

reinvestment plan. As a result, all

shareholders will receive dividends in cash

for the dividend scheduled to be paid on

5 July 2019.

We have an exciting future

Demand for quality healthcare continues to

increase, alongside the rising costs of caring

for aging and growing populations.

Healthcare providers and patients are

seeking solutions that deliver improved

patient outcomes in more sustainable and

effective ways. Our innovative products and

therapies meet this need, last year improving

outcomes for approximately 14 million

patients around the world. Reducing acuity

of care and, where possible, allowing for

treatment in the home rather than the

hospital, further reduces the pressure on

healthcare systems.

We look forward to continuing to deliver

consistent sustainable growth and value for

our communities and our shareholders for

another 50 years and more.



TONY CARTER

CHAIRMAN

16Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Report from the

Managing Director &

Chief Executive Officer

Lewis Gradon

Our long term and consistent growth

strategy continues to drive results,

once again delivering record revenue

and strong profit growth as we reached

the milestone of achieving over

$1 billion in revenue.

Our consistently improving results are a

reflection of our innovative products, the

dedication of our teams around the world, a

culture of continuous improvement, and the

value we offer for clinicians and patients.

Care and innovation underpins all that we

do, as we continue to focus on improving

patient outcomes through inspired and

world-leading healthcare solutions.

Our business is structured into two parts –

Hospital and Homecare - both of which

delivered revenue and operating profit

growth in FY19. Sixty percent of revenue was

from products and therapies used in the

hospital in invasive ventilation, non-invasive

ventilation, nasal high flow therapy and

surgery. Thirty nine percent of revenue was

from products used in the home

environment to treat patients with OSA and

those in need of respiratory support.

17Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Hospital

Our hospital business began in invasive

ventilation in the early 1970s. Over the last

20 years, we have expanded into new

applications for our products in the hospital,

including Optiflow nasal high flow therapy,

non-invasive ventilation and surgical

humidification. Revenue in our Hospital

product group grew 12% to $642.3 million

and 62% of hospital consumables revenue

was contributed by these newer applications

for our technology. The most recent

Northern Hemisphere flu season was less

severe than the previous year, but the results

in our hospital product group reflect similar

underlying growth trends to previous

periods. Constant currency growth of 20% in

new applications consumables revenue was

very pleasing given the weaker flu season.

This year we released revolutionary neonatal

breathing circuits for the F&P 950 heated

humidification system, following on from the

successful launch of the adult system. The

feedback we received from customers

during clinical trials has been

overwhelmingly positive, principally in terms

of ease of use and performance. The

neonatal circuits are currently available in

New Zealand and Australia and will be rolled

out to other countries over the next year.

Our Optiflow nasal high flow therapy

remains a key growth driver for our hospital

business. We expect a growing body of

clinical evidence to support the use of

Optiflow for a wider range of patient groups,

and in more areas of the hospital outside the

intensive care unit such as respiratory wards

and in the emergency department. Over the

past year we estimate that approximately

3 million patients were treated with our

Optiflow nasal high flow therapy.

In surgical humidification, we are

concurrently continuing to improve on

existing products and technology. Adding

further tangible benefits for surgeons and

patients; growing the body of clinical

evidence through supporting more clinical

trials; and using our products and the clinical

evidence to generate sales in more markets.

Homecare

Our Homecare group comprises products

and systems used to treat obstructive sleep

apnea (OSA) and for patients requiring

respiratory support in the home. OSA

remains the largest portion of Homecare

revenue, and we see home respiratory

support, which is growing strongly from a

small base, as an exciting opportunity for

our company.

Operating revenue in our Homecare product

group grew 6% to $421.4 million during the

year. A hiatus in OSA mask launches since

the successful release of our F&P Brevida

mask in 2016 was offset by a strong

contribution from the successfully

completed roll out of our new SleepStyle

OSA CPAP system to all major markets, and

from home respiratory support.

We were pleased to launch our new F&P

Vitera OSA mask in May this year. This mask

puts patient comfort first and incorporates

our new VentiCool

TM

technology, the next

generation of mask seal and other innovative

design features. Vitera is currently available

in New Zealand, Australia, Europe and

Canada and it will be rolled out around the

world as relevant regulatory clearances are

received.

We see a growing opportunity to deliver

respiratory support in the home for patients

with chronic respiratory conditions, such as

COPD. The publication of a long term study

in Denmark in April 2018, on the benefits of

nasal high flow therapy in the home for

patients with COPD, demonstrated the value

of this therapy and we are sharing this with

clinicians. A number of long term trials are

underway around the world, with expected

timelines of three to five years. We expect to

see increasing uptake of the therapy as the

results from these clinical studies are

published.

Better products

One of our overarching principles is to

develop innovative products which solve

specific problems. R&D remains a

fundamental part of our success story, with

a cumulative $750+ million invested in R&D

since 2001.

Last year, we invested $100 million (equal to

9% of our revenue) into R&D and we have a

full pipeline of new products in development.

Over the past year we were pleased to

launch neonatal breathing circuits for the

F&P 950 heated humidification system, our

new Optiflow 3S nasal cannula and, more

recently, our new Vitera mask.

3million

ESTIMATED PATIENTS WERE TREATED WITH

OUR OPTIFLOW NASAL HIGH FLOW THERAPY

OVER THE PAST YEAR

18Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
All of our teams work collaboratively with a

large network of leading physicians and

clinical researchers all around the world as

we improve our products and make our

contribution to changing clinical practice.

We held 12 international clinical forums in

our Auckland, New Zealand facility over the

past year. The purpose of these forums is to

consult with experts who directly manage

patients on a day-to-day basis and to

discuss topics of research interest.

Change clinical practice

Helping to improve outcomes and reduce

costs by contributing to changing clinical

practice takes time. Clinical validation from

research, trials and studies is a key

component to this. At any one time, we are

supporting multiple studies around the

world, in partnership with researchers,

clinicians and healthcare providers. These

range from short term pilot trials to

demonstrate feasibility, through to

longer-term studies running over several

years to qualify outcomes.

Our relationships with clinicians around the

world ensure we deliver the best possible

tools and products to enable them to

provide the best possible care.

Global Reach

Since our inception, we have always

identified as a global company, competing

on the worldwide stage. We sell in more

than 120 countries, and we have our own

people in 38 countries. We continue to

identify and assess opportunities to expand

the number of our people selling into

hospital, homecare and surgical

environments. While still a relatively small

proportion of our business today, we are

seeing growing demand in China and India,

both of which offer significant future

potential for our company with large

populations and increasing spend on

healthcare.

Sustainable profitable growth

Our strategy is necessarily very consistent.

We aim to grow our business in a profitable

way that is sustainable over the long term.

We are continuously improving the

foundations of our business in invasive

ventilation in intensive care and the

treatment of OSA. Our medium and longer

term opportunities lie in helping to change

clinical practice to improve care and

outcomes and at the same time reduce

costs to healthcare systems. Clinical practice

is slow to change and requires persistence.

To realise these opportunities we think, act

and invest over the long term.

We are continuing our investment in

improved Enterprise Resource Planning

(ERP) systems with the rollout of the SAP

ERP system across both manufacturing

plants and the Asia Pacific region completed

in 2018. Our focus will be on the

implementation of SAP in our United States

operations during 2019.

We are seeing growing demand in China and

India, both of which offer significant future

potential for our company with large

populations and increasing spend on healthcare.

19Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Our people

At its core, a company is a collection of

people. Our approach of ‘Care by Design’

draws together and unites our global team

of over 4,500 people with the simple

thought that we care about what we do, and

the impact we have on patients, customers

and all of our other stakeholders.

We have a highly experienced executive

team and this year we were pleased to

welcome Lyndal York as Chief Financial

Officer. Lyndal is a new appointment

following the retirement of long-standing

CFO, Tony Barclay, in May last year.

Lyndal has strong international experience

within the medical device industry, and as

such, possesses a good understanding of its

unique characteristics. Prior to joining us,

Lyndal most recently served as Chief

Financial Officer of ASX-listed Asaleo Care,

based in Melbourne. Prior to her role at

Asaleo Care, she held Head of Group

Finance and Group Financial Controller roles

at Cochlear over an 11-year period.

Outlook

Achieving $1 billion in revenue is a milestone

for our company, however, we are not sitting

still. We will continue to build on our

strengths and continuously improve and

expand our portfolio of valued solutions for

healthcare providers and patients.

We expect capital expenditure for the

2020 financial year to be approximately

NZ$150 million as we increase capacity

for both existing and new products and

complete construction of the fourth building

on our Auckland campus.

At current exchange rates we expect full

year operating revenue for the 2020

financial year to be approximately

NZ$1.15 billion and net profit after tax

to be approximately NZ$240 million to

NZ$250 million. Recent changes introduced

by the New Zealand Taxation (Research and

Development Tax Credits) Act 2019, a

significant reduction in patent litigation

costs and forecast currency benefits have

been factored into our earnings guidance

for 2020.

Historically, our growth has come from our

expertise in respiratory humidification and,

in the last two decades, from CPAP therapy

and products to treat OSA. These areas

remain the foundation of our business,

however, we are now using the expertise we

have developed over the last 50 years to

build our presence in new segments in the

healthcare market where we can add value.

We are excited about the potential in

Optiflow nasal high flow in both hospital and

home environments, as well as the longer

term opportunity in surgical technologies.

We are looking forward to the future and

what it holds for our company and are well

positioned to meet growing demand for our

products and systems and continuing to

deliver better healthcare solutions.

LEWIS GRADON, MANAGING DIRECTOR

AND CHIEF EXECUTIVE OFFICER

4,500+

OUR GLOBAL TEAM OF OVER

4,500 PEOPLE

20Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Hospital

60%

OF OPERATING REVENUE

CONSTANT CURRENCY CONSUMABLE

REVENUE GROWTH FROM NEW

APPLICATIONS

20%

OPERATING REVENUE GROWTH

(NZ$642.3M)

12%

Invasive ventilation

Our products for invasive ventilation provide

warm, humidified air to patients with bypassed

airways. This can help maintain the natural

balance of heat and moisture in the airways.

Non-invasive ventilation

Non-invasive ventilation is a therapy which

provides airway support for patients through a

face mask. Heated and humidified gas flows can

improve patient comfort and compliance,

reduce airway drying and improve secretion

clearance.

Optiflow nasal high flow therapy

Nasal high flow is a respiratory care therapy

delivering high flows of air and oxygen through

a unique F&P Optiflow nasal cannula. This

allows comfortable, effective delivery of up to

100% oxygen for hypoxemic patients in mild to

moderate respiratory distress.

Surgical technologies

Our surgical products provide warm, humidified

CO

2

during surgery, which may protect patients

from hypothermia and post-operative pain and

reduce the risk of surgical site infections,

adhesions and cancer metastasis.

21Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
CPAP therapy

Our range of CPAP machines and masks

support patients with obstructive sleep

apnea. Our masks are extremely popular

and have become well known for their

comfort, simplicity and ease of use, which

is a key factor in patient compliance. Our

patient management and support tools

complete a seamless experience to help

patients succeed in embracing therapy.

Home respiratory support

We have taken our expertise in nasal high

flow therapy and non-invasive ventilation

from the hospital to offer respiratory

support in the home and in long-term care

settings, with the intention of improving

patients’ quality of life and reducing

hospital admissions. The myAirvo device

provides flows of humidified air, which can

contain supplemental oxygen if necessary

through an Optiflow nasal cannula or

tracheostomy connector, and is used for

patients with chronic respiratory

conditions such as COPD or

bronchiectasis.

Homecare

39%

OF OPERATING REVENUE

OPERATING REVENUE GROWTH

(NZ$421.4M)

6%


OSA FLOW GENERATOR CONSTANT

CURRENCY GROWTH

27%

22Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Global Reach

Increase our presence around the world

We work with thousands of healthcare

professionals around the world, including

doctors, clinicians and nurses, providing

them with the products and tools they need

to deliver the best possible care. We now

have more than 1,000 people in our sales,

marketing and support teams in 38 countries.

Building trusting relationships between our

people and our customers is a critical part of

our sales approach, right around the world.

Sharing our Expertise

Each year, we continue to expand, train and

strengthen our sales teams so they are well

equipped to explain the clinical advantages

of our products and support a beneficial

change in clinical practice.

This was clearly in evidence when Simon

Bedwell, an F&P sales representative in the

Australian state of New South Wales,

was contacted by a doctor in the Nepean

Hospital Neonatal Intensive Care Unit

(NICU). She was caring for two premature

babies, both born at 27 weeks. The babies

had spent six months in hospital, had

become oxygen dependent, and were

experiencing nose bleeds from their therapy.

The medical team had tried several times

to wean the babies off the oxygen, but they

had crashed each time. As a result, the

babies were expected to spend a minimum

of another six months in intensive care.

Customer experience

MATERIAL ISSUE

23Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Simon visited the doctor and together they

discussed using humidified nasal high flow

therapy, rather than cold, dry oxygen.

Through their discussion and demonstration

of F&P’s Airvo

TM

device, it became clear that

a different approach to therapy could

benefit these patients.

The babies were transitioned to the Airvo

and immediately their statistics improved.

One baby was discharged a month later.

The other, whose mother had not been

home for six months as they lived in a very

remote area out of the city, was able to

return home where the mother administered

the therapy herself using the Airvo device.

The baby was completely off the therapy

within three months.

Where there is a will,

there is a way

Even the smallest things can make a

difference as attested to by the actions

of F&P Respiratory Sales Specialist,

Mike Krumholz.

Very early on a Saturday morning, Mike

was contacted by a hospital customer in

New York, who were out of RT380 breathing

circuits. Mike immediately drove with his two

young children to Brooklyn to deliver some

circuits so that patient care could continue.

The respiratory director of the hospital

emailed us with this story and had this to say:

“ Everyone’s time is

precious. The fact that

he went out of his way

to be of assistance was

very much appreciated.

As a customer, I

admire and appreciate

Mike’s dedication

to Fisher & Paykel

and their customers.”

Going above and beyond

Our sales people will often go above and

beyond to ensure our customers’ needs are

met. In February 2019, the VCU Medical

Center, located in Richmond, Virginia,

decided to implement F&P humidifiers

across seven ICUs and 20 acute care areas.

A team from our US office spent two weeks

working on the implementation - assembling

equipment, training and ensuring that the

transition was smooth and seamless. The

training on its own was a significant

undertaking, with a group of respiratory

therapists, nurses, doctors and other team

members in each of the 27 care areas. The

implementation was completed successfully,

on time and seamlessly, with a follow up visit

three months later.

Jennifer Reed, the Neonatal & Pediatric

Respiratory Manager at VCU Health

commented: “This crew is amazing. They

made me exhausted watching them work.

They kept their enthusiasm up the entire

time. I appreciate each and every one of

F&P’s team members, including those

working behind the scenes to make this

implementation a success. A seriously

impressive team!”

24Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Changing

clinical practice

Utilise our expertise to develop new therapies and

reduce costs to healthcare systems

OUR QUALITY MANAGEMENT SYSTEM

The healthcare device industry is highly

regulated worldwide. Our ability to meet

stringent standards is vital to ensuring

market acceptance of our products. We

comply with these standards by operating a

quality management system certified to a

range of international standards which apply

to both our manufacturing facilities and our

sales network. These include the US Food &

Drug Administration (FDA)’s Quality System

Regulation and the ISO 13485 Quality

Management System standard, along with

other global regulations.

We have over 200 people in our Quality and

Regulatory team, working across product

design and development, manufacturing,

distribution and market surveillance, as

well as operations in New Zealand, Mexico

and the US. Our quality teams operate

as a service to our product and process

development and manufacturing operations

teams, which means that quality controls

are built into the design process through

a partnership approach.

We take a proactive risk management

approach and the quality management

process starts right at the beginning with

the design assurance process and then

encompasses the clinical evidence to

validate the effectiveness and efficiency

of the therapy.

Patient safety

MATERIAL ISSUE

25Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Developing a Body of Clinical Evidence

– Optiflow nasal high flow therapy

We understand what is required to develop

a sufficient body of clinical evidence to drive

practice change. This began in the early

1970’s, supporting research being conducted

on the use of active humidification during

invasive ventilation. Again, we assisted with

clinical studies in the late 1990s to

demonstrate the benefit of humidifying

CPAP therapy for OSA patients. In the first

decade of the 2000s we supported studies

that were investigating the physiological

effect and mechanisms of action of nasal

high flow. In 2018 we saw a further 247

clinical papers published investigating the

use of nasal high flow in different patient

groups. This brings the total number of

published clinical papers on nasal high

flow to 1,584 since 2003, as shown in the

graph above.

patients who are being treated in other parts

of the hospital outside of the ICU. These

studies are being conducted globally by the

leading researchers in the field.

F&P is now supporting clinical research

investigating the use of nasal high flow in

the home for patients with COPD. In last

year’s annual report we mentioned the first

significant clinical outcome study, Storgaard

et al was published in April 2018. There are

at least 10 additional studies currently being

conducted in relation to nasal high flow on

COPD patients and we look forward to their

publication over the next five years.

Nasal high flow is emerging as a popular

non-invasive mode of respiratory support in

adults and children. Initially, studies

investigated the mechanisms of action and

how nasal high flow works, using computer

and animal models. This then progressed

into clinical indications, followed by studies

confirming the safety and effectiveness of

nasal high flow. In the last five years, a

number of robust clinical outcome studies

have been published, including randomised

controlled trials looking at the outcomes for

patients with acute hypoxemic respiratory

failure. We believe that the clinical evidence

for use of nasal high flow therapy in this

patient group is compelling.

Interest has now turned to studies

investigating mechanisms of action, clinical

indications, safety and effectiveness of nasal

high flow in patients with hypercapnia and in

PUBLISHED CLINICAL PAPERS

NASAL HIGH FLOW FOCUSSED

2000

2002

2004

2006

2008

2010

2012

2014

2016

2018

Calendar Year

0

50

100

150

200

250

AdultNeonatal & Paediatric

26Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Better Products

Continuously strive to improve our products

Whether in Hospital or Homecare, our

product development process is informed

by extensive research to understand the

needs of our patients and the environments

our products are used in. This is exemplified

in two of our recent product introductions.

VITERA FULL FACE MASK –

‘REDEFINING COMFORT’.

The vision of the OSA mask development

team is to create CPAP masks that patients

want to use and can easily use.

Despite dramatic improvements in mask

technology in recent years, the number one

unmet need for patients undergoing CPAP

therapy is still mask comfort. When designing

F&P Vitera, the mask development team

focused on designing a full face mask which

is first and foremost a comfortable mask.

Comfortable not just at the initial

consultation, but across a full night’s sleep.

Drawing on the design ‘DNA’ from our highly

successful F&P Simplus

TM

mask, and

recognising that comfort means different

things to different people, our F&P Vitera

design team focused on stability,

adaptability and breathability.

Stability of the mask is provided by the

Stability Bar. Wide anchoring points on the

top and bottom straps provide a greater

zone of support, reducing the likelihood of

the cushion riding up the face or the mask

dislodging. This zone of support also allows

our next generation RollFit

TM

XT cushion to

adjust and seal dynamically on a range of

different nose and face shapes, providing

a more adaptable mask.

Product innovation

Product quality

MATERIAL ISSUES

27Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
With mask headgear typically covering a

portion of a patient’s head, patients can

experience discomfort from heat and

sweating. Vitera headgear features

proprietary breathable fabric – VentiCool

– that allows 21 times greater air flow and

32% more moisture transfer than the

material used in our other leading full face

masks, helping patients keep cool and

comfortable during sleep.

We believe F&P Vitera is our most

comfortable full-face mask yet and reflects

another step forward in patient care.

Our vision for the F&P 950 System neonatal

circuit was to provide simplicity for

caregivers by having a circuit that could

handle these changing environments

without the need for any detachable

unheated extensions or other caregiver

intervention.

The result is Thermadapt™, a technology

that is incorporated across the F&P 950

System neonatal circuit range. Thermadapt

enables independent heating of two zones

within the inspiratory limb, allowing the

circuit to adapt to changing temperature

conditions and reducing condensate.

This, coupled with a longer circuit length,

also encourages skin-to-skin contact time,

giving parents the opportunity to bond

with their baby.

NEONATAL CIRCUITS FOR F&P 950

The NICU provides a unique challenge

when designing a breathing circuit due

to the changing temperature conditions

between incubator, warmer, and ambient

environment.

When a baby is in an ambient environment,

such as during skin-to-skin contact with a

parent, the circuit will have a single heating

requirement across its length. When a baby

is placed in an incubator or warmer, this

changes. While one end of the circuit

remains in the ambient conditions of the

room, the other is exposed to the heated

environment of the incubator or warmer.

This variation in operating environment

across the length of the circuit creates

challenges for the delivery of humidified

gases while still controlling condensate.

28Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Sustainable

profitable growth

Ensuring our growth is managed in a sustainable way

Fisher & Paykel Healthcare’s new Chief

Financial Officer, Lyndal York, moved from

Australia to New Zealand to take up the role

and says the best thing about working for a

medical device business is knowing that you

are having a positive impact on people’s

lives – and at F&P Healthcare, this belief is

even more pronounced. Lyndal commenced

her role with F&P in March 2019. We asked

what attracted her to the company, her

reflections on the first few months and what

drives her.

Sustainable financial performance

MATERIAL ISSUE

I like that F&P is a global company based in

New Zealand. The culture is what attracted

me the most – everyone in the organisation

believes 100% in doing the right thing for

our customers and patients, no matter

if you are in sales, finance or manufacturing.

Everything is about Care by Design;

delivering better outcomes for our

customers and patients.

Continuous improvement is also ingrained

into the culture and everyone is always

striving to do things better and more

efficiently.

I inherited a high performing global finance

team. As a group, we have an in-depth

understanding of our business and what

drives our results. The rollout of the SAP

system is going well and we are focused on

making sure we get the most benefit from

this. We will also be looking to further refine

our sustainable growth metrics and making

sure they are well embedded in the business.

There is increasing demand for companies

to take a more proactive approach to

corporate social responsibility and

sustainability. F&P is very conscious of this

and we will be building on the already

transparent approach to reporting and

disclosure. On a personal level, I am looking

forward to meeting investors and ensuring

F&P remains a compelling investment

opportunity.

F&P has a business model built around

long-term thinking. It can take many years to

bring a new product to market, so we need

to make sure we are thinking a long way

ahead to support our product development

pipeline. Our patients are also moving into

different life stages and we’re looking at how

we can support them and our customers as

their healthcare needs change. We are also

looking at how we can use our expertise to

expand into new areas. For example, F&P

is a global leader in respiratory care in

hospitals and we are now looking to

leverage this to offer respiratory support

in the home.

I have worked in medical device businesses

for the past 15 years, including with

companies where most of the sales are

offshore. F&P presents a similar business

model and challenges and I believe my

experience and insights will be of value in

my role. I have also personally experienced

the invaluable benefits of respiratory care

when my daughter was born premature and

spent a number of months being supported

in a neonatal unit. The best thing about

working for F&P is the altruistic factor –

going home at the end of the day, knowing

we are making a positive difference in

people’s lives.

29Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
OUR ASPIRATION: Sustainably DOUBLING

our constant currency revenue every 5-6 years.

LONGER-TERM

*CONSTANT CURRENCY

MEDIUM-TERM

HOME

RESPIRATORY

SUPPORT

HOSPITAL

RESPIRATORY

SUPPORT

SURGICAL

TECHNOLOGIES

RESPIRATORY

HUMIDIFICATION

CPAP

THERAPY/OSA

1970

SHORT-TERM

TO DAY

OUR ASPIRATION: 12%+ P.A. REVENUE GROWTH CC*

OUR ASPIRATION: Sustainably DOUBLING

our constant currency revenue every 5-6 years.

30Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Tony Carter

Geraldine McBride

Lewis Gradon

Neville Mitchell

Michael Daniell

Donal O'Dwyer

Pip Greenwood

Scott St John

31Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Tony Carter

Chair and non-executive director

TERM OF OFFICE:

Appointed December 2010, last re-elected

24 August 2017, appointed Chair in April 2012.

Tony was managing director of Foodstuffs

New Zealand Limited for ten years, until his

retirement in 2010. Tony is chairman of Air 

New Zealand Limited, a director of Fletcher

Building Limited, Vector Limited and ANZ Bank

New Zealand Limited, and a trustee of the

Maurice Carter Charitable Trust.

Master of Engineering, MPhil (Engineering)

COMMITTEE RESPONSIBILITIES:

Member People and Remuneration Committee,

Member Audit & Risk Committee, Member

Quality, Safety and Regulatory Committee.

Geraldine McBride

Non-executive director

TERM OF OFFICE:

Appointed August 2013, last re-elected

24 August 2017.

Geraldine has been involved in the technology

industry for 30 years and has a wealth of global

experience. She has held senior executive roles

at SAP AG and Dell Inc, and is a former President

of SAP North America. She is a current director

of National Australia Bank and Sky Network

Television Limited, and the founder and CEO of

MyWave.

Bachelor of Science – Zoology

Lewis Gradon

Managing Director and Chief Executive

Officer

TERM OF OFFICE:

Appointed 1 April 2016, elected 23 August 2016.

Lewis became Managing Director & CEO in

April 2016. Prior to that, he spent 15 years as

Senior Vice President – Products & Technology,

and six years as General Manager – Research

and Development. During his 35 year tenure

with Fisher & Paykel, Lewis has held various

engineering positions overseeing the

development of our range of products as well as

the development of our manufacturing, quality,

intellectual property, supply chain and clinical

research functions.

Bachelor of Science – Physics

Neville Mitchell

Non-executive director

TERM OF OFFICE:

Appointed November 2018.

Neville was CFO and Company Secretary of

Cochlear Limited between 1995 and 2017. He is

a non-executive director of Sonic Healthcare,

Osprey Medical and Q’Biotics Group and a

member of the Australian Board of Taxation

and a director of the South East Sydney Local

Health District Board. Previously, he served on

the New South Wales Medical Devices Fund, was

Chairman of the Group of 100, and Chairman,

Standing Committee (Accounting and Auditing),

for the Australian Securities and Investments

Commission.

Bachelor of Commerce

COMMITTEE RESPONSIBILITIES:

Member Quality, Safety and Regulatory

Committee.

Michael Daniell

Non-executive director

TERM OF OFFICE:

Appointed November 2001, last re-elected

23 August 2018.

Mike was Managing Director and CEO of Fisher

& Paykel Healthcare from November 2001

to March 2016. He was General Manager of

Fisher & Paykel’s medical division from 1990

to 2001 and previously held various technical

management and product design roles within

the company. Mike is a member of the Council

of the University of Auckland, a director of

Tait International Limited and the Medical

Research Commercialisation Fund, and Chair of

the Medical Technologies Centre of Research

Excellence.

Bachelor of Engineering (Hons)

COMMITTEE RESPONSIBILITIES:

Member Audit & Risk Committee.

Donal O’Dwyer

Non-executive director

TERM OF OFFICE:

Appointed December 2012, last re-elected

23 August 2016.

Donal is Chairman of Atcor Medical Pty Limited

and a director of Cochlear Limited, Mesoblast

Limited and nib Holdings Limited. From 1996

to 2003 he was with Cordis Cardiology, initially

as its president (Europe) and from 2000 to

2003 as its worldwide president. Prior to joining

Cordis, Donal worked for 12 years with Baxter

Healthcare, rising from plant manager in Ireland

to president of the Cardiovascular Group,

Europe, now Edwards Lifesciences.

Bachelor of Engineering, Master of Business

Administration

COMMITTEE RESPONSIBILITIES:

Chair Quality, Safety and Regulatory Committee,

Member People and Remuneration Committee.

Pip Greenwood

Non-executive director

TERM OF OFFICE:

Appointed June 2017, elected 24 August 2017.

Pip is a director of Spark New Zealand Limited,

Westpac New Zealand Limited, a current trustee

of the Auckland Writers Festival and served as

a member of the New Zealand Takeovers Panel

from 2007 to 2011. She will also join the Board of

a2 Milk Company Limited on 1 July 2019. Pip was

a partner at Russell McVeagh between 2001 and

2019 and has advised on many market-leading

transactions.

Bachelor of Laws

COMMITTEE RESPONSIBILITIES:

Chair People and Remuneration Committee.

Scott St John

Non-executive director

TERM OF OFFICE:

Appointed October 2015, last re-elected

23 August 2018.

Scott is Chancellor of the University of Auckland,

and a director of Mercury Limited, the NEXT

Foundation and Fonterra Cooperative Group

Limited. Scott was CEO of First NZ Capital

from 2002 to March 2017. He is a member

of Chartered Accountants Australia and

New Zealand and a fellow of the Institute of

Finance Professionals of New Zealand.

Bachelor of Commerce, Diploma in Business

COMMITTEE RESPONSIBILITIES:

Chair Audit & Risk Committee, Member People

and Remuneration Committee.

Our Board

32Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Lewis Gradon Lyndal YorkPaul ShearerAndrew Somervell

Winston Fong Brian SchultzDebra Lumsden

Jonti RhodesMarcus Driller

Nicholas Fourie

Our Executive Management Team

33Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019
Our Executive Management Team

Lewis Gradon

Managing Director & Chief Executive

Officer

Lewis was appointed Managing Director & CEO

in April 2016. He previously served as Senior Vice

President – Products & Technology and General

Manager – Research and Development. During

his 35 year tenure with Fisher & Paykel, Lewis has

held various engineering positions overseeing the

development of our range of products as well as

the development of our manufacturing, quality,

intellectual property, supply chain and clinical

research functions. He received his Bachelor of

Science degree in physics from the University of

Auckland, New Zealand.

Winston Fong

Vice President – Surgical Technologies

Winston was appointed Vice President

– Surgical Technologies in 2017. Winston

previously served as Vice President – ICT from

2010 and held various IT management, systems

engineering and software development roles in

the business since 1999. Winston received his

Bachelor of Engineering degree with honours

in Electronics & Software Engineering from

Manukau Institute of Technology and Master of

Business Administration from the University of

Auckland, New Zealand.

Jonti Rhodes

General Manager – Supply Chain

Jonti was appointed General Manager – Supply

Chain in 2015. Jonti joined Fisher & Paykel

Healthcare in 2007 as a product design

engineer, and since that time has held roles,

both in New Zealand and the United States,

in quality, regulatory, and most recently as

Group Logistics Manager. Jonti has overseen

the implementation of the New Zealand and

US distribution hubs and played a key role in

the development of our product surveillance

system. He holds a Bachelor of Engineering

(Mechanical) from Auckland University

of Technology and a Master of Business

Administration from the University of Auckland.

Lyndal York

Chief Financial Officer

Lyndal was appointed CFO in March 2019.

Before joining Fisher & Paykel Healthcare,

Lyndal was CFO at Asaleo Care and prior to this

held Head of Group Finance and Group Financial

Controller roles at Cochlear in Australia over an

11-year period. She has also spent time in the

US, as VP Corporate Accounting and Reporting

at Edwards Lifesciences. Lyndal is a member

of Chartered Accounts Australia and New

Zealand, a graduate of the Australian Institute of

Company Directors, and received her Bachelor

of Economics from Macquarie University

and Masters in Business Administration from

Pepperdine University.

Brian Schultz

Vice President – Quality & Regulatory

Brian was appointed Vice President – Quality

& Regulatory Affairs in 2015. Brian previously

served as Quality Manager for New Zealand

Manufacturing since joining the company in

2011. Prior to joining Fisher & Paykel Healthcare,

Brian held quality management positions

within the medical device and pharmaceutical

industries in Australia, Switzerland, the United

Kingdom and the United States. He received his

Bachelor of Science degree from Grand Valley

State University, Michigan, United States.

Marcus Driller

Vice President – Corporate

Marcus was appointed Vice President –

Corporate in February 2019. Marcus joined Fisher

& Paykel Healthcare in 2009 as an in-house

lawyer and since that time has held roles in legal,

investor relations and corporate affairs and most

recently as General Manager – Corporate. Prior to

joining the company, he was with New Zealand

law firm, Russell McVeagh where he specialised

in corporate and commercial law. Marcus is

admitted as a Barrister and Solicitor of the High

Court of NZ, is a member of the Institute of

Financial Professionals NZ Inc and received his

Bachelor of Commerce and Bachelor of Laws

from the University of Auckland.

Paul Shearer

Senior Vice President – Sales & Marketing

Paul was appointed Senior Vice President

– Sales & Marketing in 2001. Paul previously

served as the General Manager – Sales and

Marketing of Fisher & Paykel’s healthcare

business from 1996. From 1990 to 1998, Paul

held various positions in the business and

established our sales operations in the UK

and US. He has held various positions with

Computercorp Ltd, a computer systems

integrator, and ICL Ltd., a multinational

computer systems company. Paul received his

Bachelor of Commerce degree in marketing

from the University of Canterbury, New Zealand.

Debra Lumsden

Vice President – Human Resources

Debra was appointed Vice President – Human

Resources in December 2016. Debra is from

the United Kingdom and has over 20 years’

experience working in HR across a variety of

industries and sectors. Before joining Fisher &

Paykel Healthcare, Debra was Vice President

HR at Gilbarco Veeder-Root in the UK, where

she headed up HR for Europe, the Middle East,

Africa, and the Asia Pacific regions. She has

also held senior roles with Insurance Australia

Group, E2V Technologies and BAE Systems.

She has a Bachelor of Science in Social Sciences

from Brunel University and a Master of Business

Administration from Warwick University, United

Kingdom.

Andrew Somervell

Vice President – Products & Technology

Andrew was appointed Vice President –

Products & Technology in April 2016. Since

joining Fisher & Paykel Healthcare in 2006,

he has held various product development

and operations management roles, and most

recently was General Manager — Product

Groups. He has overseen the development

of the OSA product range and managed

research and development, marketing, clinical,

manufacturing, and aspects of the supply chain.

Before joining Fisher & Paykel Healthcare,

Andrew was a Research Fellow at the University

of Auckland, New Zealand, and holds a

doctorate in physics from the same university.

Nicholas Fourie

Vice President – Information &

Communication Technology

Nicholas was appointed Vice President –

Information & Communication Technology in

February 2017. Nicholas has been with Fisher

& Paykel Healthcare since 2007, and in that

time has held various systems engineering

and IT management roles, including his most

recent position as ICT Manager – Development

& Engineering. Prior to joining Fisher & Paykel

Healthcare, he was with the South African

division of BHP Billiton. Nicholas holds a

Diploma in Computer Engineering from Damelin

School of Information Technology in South

Africa.

34Fisher & Paykel Healthcare Corporation Limited
Annual Report 2019

Financials

INCOME STATEMENTS
Year ended 31 March

2018

NZ$M

2019

NZ$M

Variation

Reported

%

Variation

CC (1)

%

Operating revenue 980.81,070.4+9+8

Gross profit 650.4715.8+10+9

Gross margin 66.3%66.9%56 bps58 bps

Other income 5.0 5.0 +0+0

SG&A expenses (290.9) (327.8)+13+11

R&D expenses (94.7)(100.4)+6+6

Total operating expenses (385.6) (428.2)+11+9

Operating profit 269.8 292.6 +8+7

Operating margin 27.5%27.3%-17 bps-8 bps

Financing expenses (net) (2.0) (1.4)-30-145

Profit before tax 267.8291.2+9+9

Taxation(77.6) (82.0)+6+7

Profit after tax190.2209.2+10+9

1

Constant currency (CC) removes the impact of exchange rate movements. This approach is used to assess the Group’s

underlying comparative financial performance without any distortion from changes in foreign exchange rates. A full

reconciliation and basis of preparation is set out on page 36.

Total profit after tax for the year was up 10% to NZ$209.2 million (9% in constant currency).

Revenue

Operating revenue was NZ$1,070.4 million, which was 9% above last year or 8% in constant

currency. Hospital revenue grew 11% in constant currency driven by the growth in Optiflow nasal

high flow therapy. Homecare revenue grew 4% in constant currency. Strong growth in home

respiratory support and from our SleepStyle OSA CPAP system helped offset the hiatus in OSA

mask launches.

Gross margin

Our gross margin improved by 56 basis points to 66.9%, with a continued benefit from product

mix and our Mexico manufacturing facility. This is above our stated long term target of 65%.

Operating expenses

Operating expenses increased 11% (9% in constant currency) to $428.2 million driven by higher

patent litigation expenses. Excluding total patent litigation expenses of $23.4 million, operating

expense growth was 8% in constant currency, reflecting ongoing expenditure to support global

sales growth and the global ERP implementation.

R&D spend of $100.4 million grew 6%, lower than revenue growth following several years of it

growing above revenue. Over the long term we plan for R&D spend to grow in line with constant

currency revenue growth.

Financing expenses

Total reported financing expenses includes higher interest income on short term deposits and

capitalised borrowing costs associated with our property projects. Offsetting this was foreign

exchange losses on the translation of foreign currency debt.

Ta x

Our effective tax rate for the year was 28.2% down from 29% in the prior year. This decrease was

largely due to a benefit from foreign currency conversions and ongoing lower global tax rates.

Callaghan Grant and R&D Tax Credits

Included within other income is $5 million of income from the Callaghan Innovation growth

grant. This growth grant was recently extended through to 31 March 2021. In May 2019 the

New Zealand Government passed the Taxation (Research and Development Tax Credits) Act

which will be effective for us from 1 April 2019. This provides a 15% tax credit on eligible R&D

expenditure and replaces the Callaghan grant.

35Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FINANCIAL COMMENTARY

CONSTANT CURRENCY INCOME STATEMENTS
Year ended 31 March

2017

NZ$M

2018

NZ$M

Variation

2017 to

2018

%

2019

NZ$M

Variation

2018 to

2019

%

Operating revenue 888.4 966.0 +9 1040.8 +8

Cost of sales (301.8) (327.7)+9 (347.0)+6

Gross profit 586.6 638.3 +9 693.8 +9

Gross margin 66.0%66.1% 5 bps 66.7% 58 bps

Other income 5.0 5.0 - 5.0 -

SG&A expenses (274.2) (291.0)+6 (321.7)+11

R&D expenses (86.0) (94.7)+10 (100.4)+6

Total operating expenses (360.2) (385.7)+7 (422.1)+9

Operating profit 231.4 257.6 +11 276.7 +7

Operating margin 26.0%26.7% 62 bps 26.6% -8 bps

Financing expenses (net) 3.1 2.0-35 (0.9) -145

Profit before tax 228.3 255.6 +12 277.6 +9

The significant exchange rates used in the constant currency analysis, being the budget

exchange rates for the year ended 31 March 2019, are USD 0.72, EUR 0.59, AUD 0.93, GBP 0.52,

CAD 0.94, JPY 77 and MXN 13.60.

CONSTANT CURRENCY ANALYSIS

A Constant Currency Income Statement is prepared each month to enable the Board

and management to monitor and assess the Group’s underlying comparative financial

performance without any distortion from changes in foreign exchange rates. Constant

Currency Income statements are presented in New Zealand dollars, restated at the budget

foreign exchange rates for the 2019 financial year. These income statements exclude

the impact of movements in foreign exchange rates, hedging results and balance sheet

translations.

This constant currency analysis is non–conforming financial information, as defined by

the NZ Financial Markets Authority, and has been provided to assist users of financial

information to better understand and assess the Group’s financial performance without the

impacts of spot foreign currency fluctuations and hedging results and has been prepared

on a consistent basis each year.

The Group’s constant currency income statement framework can be found on the

company’s website at www.fphcare.com/ccis.

RECONCILIATION OF CONSTANT CURRENCY TO ACTUAL INCOME STATEMENTS

Year ended 31 March

2017

NZ$M

2018

NZ$M

2019

NZ$M

Profit before tax (constant currency) 228.3255.6277.6

Spot exchange rate effect (9.3)(3.2)14.3

Foreign exchange hedging result 22.1 14.7(1.9)

Balance sheet revaluation (2.7) 0.71.2

Profit before tax (as reported) 238.4 267.8291.2

The reconciliation above illustrates that, when comparing the NZD profit before tax shown in the

actual income statement for the 2019 year with the corresponding prior year:

• the movement in average daily spot exchange rates had a favourable impact of $17.5 million;

and

• the result of foreign exchange hedging activities was lower by $16.6 million.

Overall, the net favourable effect of movements in exchange rates and the hedging programme

was $1.4 million, including the impact of balance sheet revaluations.

36Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FINANCIAL COMMENTARY CONTINUED

FOREIGN CURRENCY IMPACTS
The Group is exposed to movements in foreign exchange rates, with operating revenue

generated in a wide range of currencies as shown below.

US dollars 50%

Euros 19%

Australian dollars 6%

Japanese yen 5%

British pounds 4%

Canadian dollars 3%

New Zealand dollars 1%

Other currencies 12%

The Group’s cost base continued to be more diverse with over 55% of cost of goods sold and

over 55% of operating expenses in currencies other than NZD.

The NZD weakened against all major currencies compared to the previous year. The USD

conversion rate remained similar to the prior comparable period, with a slight increase in EUR

average conversion exchange rate. While foreign exchange hedging contributed a loss of $1.9

million (2018: $14.7 million gain) to operating profit, new hedging in USD and EUR is expected to

realise benefits in future periods.

The average daily spot rate and the average conversion exchange rate (i.e. the accounting rate,

incorporating the benefit of forward exchange contracts in respect of the relevant financial year)

of the main foreign currency exposures for the reported periods are set out in the table below.

Average daily spot rateAverage conversion exchange rate

Year ended 31 March2018201920182019

USD0.7148 0.68110.6823 0.6804

EUR 0.6115 0.58830.5999 0.6039

The effect of balance sheet translations for the year resulted in an increase in operating revenue

of $2.4 million (2018: $1.8 million) and an increase in profit before tax of $1.2 million (2018: $0.7

million).

Foreign exchange hedging position

During the year, downwards volatility allowed opportunities to add cover for future years

although widening interest rate differentials favouring USD made longer dated NZD/USD

hedging more difficult. In particular, USD cover for 2020 to 2022 and EUR cover for 2021 to

2027. These hedges are expected to lead to currency benefits particularly in relation to EUR

hedges added. The hedging position for our main currency exposures as at 24 May 2019 is:

Year to 31 March202020212022202320242025–27

USD % cover of expected

exposure

85% 60% 15% 0% 0% 0%

USD average rate of cover 0.668 0.656 0.663 – – –

EUR % cover of expected

exposure

85% 60% 45% 35% 20% 5%

EUR average rate of cover 0.575 0.545 0.525 0.509 0.502 0.473

Hedging cover has been rounded to the nearest 5%.

BALANCE SHEET

2018

NZ$M

2019

NZ$M

Change

NZ$M

Trade receivables127.8136.08.2

Inventory125.4136.110.7

Less Trade and other payables

++

(69.4)(87.6)(18.2)

Working capital183.8184.50.7

Property, plant and equipment476.4601.4125.0

Intangible assets50.461.511.1

Other net assets 0.9 11.4 10.5

Net debt49.9 54.4 4.5

Net assets761.4913.2151.8

++

Trade and other payables exclude all non current payables and all employee entitlements and provisions

Our balance sheet remains strong with working capital well managed.

Trade receivables and inventories increased largely in line with our business growth. Our debtors

days were within the normal range being 46 days (2018: 45 days). Trade and other payables

includes an increase in capital building projects accruals.

The increase in property plant and equipment includes capital investment of $125 million of

which $83 million related to building additions, primarily our NZ and Mexico new building

projects. The increase included a $34 million revaluation of land in New Zealand and Mexico.

These increases were offset by $34 million of depreciation.

37Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FINANCIAL COMMENTARY CONTINUED

Intangible assets increased by $11 million including patent acquisition costs and ERP
implementation costs. The global SAP rollout will continue over the next two to three years, with

the US office implementation expected in June 2019.

Other net asset increases include an increase in net derivative instrument assets, largely

reflecting continued favourable Euro currency positions.

Funding and Short-term Investments

2018

NZ$M

2019

NZ$M

Change

NZ$M

Loans and borrowings

– Current(13.7)–13.7

– Non Current(52.5)(69.0)(16.5)

Bank overdrafts(16.2)(17.3)(1.1)

Total interest-bearing liabilities(82.4)(86.3)(3.9)

Cash and cash equivalents31.948.216.3

Short-term investments 100.492.5(7.9)

Total cash and investments 132.3140.78.4

Net debt 49.9 54.4 4.5

Gearing-7.3%-6.7%0.6%

Undrawn debt facilities165.3164.1(1.2)

The average maturity of loans and borrowings of $69 million was 2.5 years and the currency

split was 85% USD; 4% Euros; 4% Australian dollars and 7% Canadian dollars (with no NZD

denominated debt). Interest-bearing debt increased by approximately $4.5 million including the

impact of currency revaluations, and our ongoing building programme in Mexico.

We hold cash balances and short-term investments, mainly in NZD, of $140.7 million at the end

of the period. This balance, and operating cash generated in 2020, will fund the payment of the

final dividend and ongoing payments for our new building in Auckland.

Gearing

1

At 31 March 2019 the group had net cash of $54.4 million and gearing of -6.7%. Gearing is below

the target range of -5% to +5% however is forecast to be within the target range by 31 March

2020 following the completion of the significant building programme in New Zealand and

Mexico.

CASH FLOWS

The full statement of cash flows is provided on page 42.

Year ended 31 March

2018

NZ$M

2019

NZ$M

Change

NZ$M

Operating profit before financing costs269.8292.622.8

Plus depreciation and amortisation44.641.7(2.9)

Change in working capital and other4.21.7(2.5)

Net interest paid(1.7)(1.1)0.6

Net income tax paid(69.1)(81.6)(12.5)

Operating cash flows247.8253.35.5

Purchase of land and buildings(41.4) (74.0) (32.6)

Purchase of plant and equipment(41.8) (41.4) 0.4

Purchase of intangible assets(15.5) (17.9) (2.4)

Free cash flows149.1 120.0 (29.1)

Dividends paid(102.5)(114.6)(12.1)

Operating cash flows

Cash flows from operations for the year increased 2% to $253.3 million. Excluding tax paid, cash

flows from operations increased by 6%. Tax paid is higher than the prior year largely due to

changes in the calculation and timing of New Zealand provisional tax payments providing a cash

flow benefit in the prior year.

Capital expenditure

Property, plant and equipment purchases for the period were $115 million, an increase from

$83 million in the prior year. The $115 million of purchases in 2019 primarily related to building

projects in New Zealand and Mexico, totaling $74 million with the remaining expenditure being

production tooling and equipment costs.

Dividends

Dividends paid of $115 million were 12% higher than the prior year. 10% of eligible shareholders

took up dividends in the form of fully paid ordinary shares under the dividend reinvestment

plan. This plan has been suspended for the final 2019 dividend payment.

1

Net interest-bearing debt (debt less cash and cash equivalents and short-term investments) to net interest-bearing debt and equity (less hedging reserves).

38Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FINANCIAL COMMENTARY CONTINUED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 March 2019

Notes

2018

NZ$M

2019

NZ$M

Profit after tax 190.2 209.2

Other comprehensive income

Items that may be reclassified to profit or loss

Foreign currency translation reserve

Exchange differences on translation of foreign

operations

– 0.2

Hedging reserves

Changes in fair value in hedging reserves 22.7 29.3

Transfers to profit before tax (17.6) (10.0)

Tax on changes in fair value and transfers to

profit before tax

11 (1.4) (5.4)

Items that will not be reclassified to profit or loss

Revaluation of land 9 – 34.1

Other comprehensive income, net of tax 3.7 48.2

Total comprehensive income 193.9 257.4

CONSOLIDATED INCOME STATEMENT

For the year ended 31 March 2019

Notes

2018

NZ$M

2019

NZ$M

Operating revenue 4 980.8 1,070.4

Cost of sales (330.4) (354.6)

Gross profit 650.4 715.8

Other income 5 5.0 5.0

Selling, general and administrative expenses (290.9) (327.8)

Research and development expenses (94.7) (100.4)

Total operating expenses (385.6) (428.2)

Operating profit before financing costs 269.8 292.6

Financing income 1.6 3.3

Financing expense (3.7) (2.5)

Exchange gain (loss) on foreign currency

borrowings

0.1 (2.2)

Net financing expense (2.0) (1.4)

Profit before tax 5 267.8 291.2

Tax expense 11 (77.6) (82.0)

Profit after tax 190.2 209.2

Basic earnings per share 16 33.4 cps 36.5 cps

Diluted earnings per share 16 33.0 cps 36.2 cps

The accompanying Notes form an integral part of the Financial Statements.

39Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FINANCIAL STATEMENTS

Notes
Share

capital

NZ$M

Treasury

shares

NZ$M

Retained

earnings

NZ$M

Reserves

NZ$M

Total

equity

NZ$M

Balance at 31 March 2017 183.5 (1.7) 391.0 88.8 661.6

Total comprehensive income – – 190.2 3.7 193.9

Dividends paid 17 – – (113.9) – (113.9)

Issue of share capital under dividend reinvestment plan15 11.4 – – – 11.4

Issue of share capital 15 0.5 – – – 0.5

Movement in share based payments reserve 17 – – – 3.2 3.2

Movement in treasury shares 15 – (1.3) – – (1.3)

Increase in share capital under share based payment schemes for employee services 15 6.0 – – – 6.0

Balance at 31 March 2018 201.4 (3.0) 467.3 95.7 761.4

Total comprehensive income – – 209.2 48.2 257.4

Dividends paid 17 – – (127.3) – (127.3)

Issue of share capital under dividend reinvestment plan15 12.7 – – – 12.7

Issue of share capital 15 0.4 – – – 0.4

Movement in share based payments reserve17 – – – 0.9 0.9

Movement in treasury shares 15 – 1.2 – – 1.2

Increase in share capital under share based payment schemes for employee services 15 6.5 – – – 6.5

Balance at 31 March 2019 221.0 (1.8) 549.2 144.8 913.2

The accompanying Notes form an integral part of the Financial Statements.

40Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 March 2019

Notes
2018

NZ$M

2019

NZ$M

ASSETS

Current assets

Cash and cash equivalents 31.9 48.2

Short-term investments 100.4 92.5

Trade and other receivables 7 146.0 157.9

Inventories 8 125.4 136.1

Derivative financial instruments 6 18.8 19.2

Tax receivable 1.7 1.4

Total current assets 424.2 455.3

Non-current assets

Derivative financial instruments6 36.9 47.0

Other receivables2.5 2.6

Property, plant and equipment 9 476.4 601.4

Intangible assets 10 50.4 61.5

Deferred tax assets 11 34.7 38.9

Total assets 1,025.1 1,206.7

LIABILITIES

Current liabilities

Interest-bearing liabilities 12 29.9 17.3

Trade and other payables 13 112.8 135.0

Provisions 14 4.7 4.9

Tax payable 22.0 24.4

Derivative financial instruments 6 9.0 2.8

Total current liabilities 178.4 184.4

Non-current liabilities

Interest-bearing liabilities 12 52.5 69.0

Provisions14 2.1 2.2

Other payables 13 8.6 12.7

Derivative financial instruments 6 4.9 1.9

Deferred tax liabilities 11 17.2 23.3

Total liabilities 263.7 293.5

Notes

2018

NZ$M

2019

NZ$M

EQUITY

Share capital 15 201.4 221.0

Treasury shares 15 (3.0) (1.8)

Retained earnings 467.3 549.2

Reserves 17 95.7 144.8

Total equity 761.4 913.2

Total liabilities and equity 1,025.1 1,206.7

The accompanying Notes form an integral part of the Financial Statements.

On behalf of the Board

24 May 2019


Tony Carter Lewis Gradon

Chairman Managing Director and

Chief Executive Officer

41Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

CONSOLIDATED BALANCE SHEET

As at 31 March 2019

2018
NZ$M

2019

NZ$M

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers 968.6 1,058.1

Grants received 5.0 4.8

Interest received 1.0 3.5

Payments to suppliers and employees (654.9) (726.9)

Tax paid (69.1) (81.6)

Interest paid (2.8) (4.6)

Net cash flows from operating activities 247.8 253.3

CASH FLOWS FROM INVESTING ACTIVITIES

Net short-term investments (100.0) 7.5

Sales of property, plant and equipment 0.2 0.1

Purchases of property, plant and equipment (83.2) (115.4)

Purchases of intangible assets (15.5) (17.9)

Net cash flows from investing activities (198.5) (125.7)

CASH FLOWS FROM FINANCING ACTIVITIES

Employee share purchase schemes 0.9 1.8

Issue of share capital 0.9 0.3

New borrowings 31.4 40.1

Repayment of borrowings (9.8) (40.7)

Dividends paid (102.5) (114.6)

Net cash flows from financing activities (79.1)(113.1)

Net (decrease) increase in cash (29.8) 14.5

Opening cash 45.6 15.8

Effect of foreign exchange rates –0.6

Closing cash 15.8 30.9

RECONCILIATION OF CLOSING CASH

Cash and cash equivalents 31.9 48.2

Bank overdrafts (16.1) (17.3)

Closing cash 15.8 30.9

2018

NZ$M

2019

NZ$M

CASH FLOW RECONCILIATION

Profit after tax 190.2 209.2

Add (deduct) non-cash items:

Depreciation and amortisation 44.6 41.7

Share based payments 4.9 5.5

Movement in provisions 1.6 0.3

Movement in deferred tax assets / liabilities 0.5 (3.3)

Foreign currency translation (0.8) 2.5

Other non-cash items (0.1) (1.3)

50.7 45.4

Net working capital movements:

Trade and other receivables (16.4) (11.8)

Inventories 9.6 (10.7)

Trade and other payables 6.6 17.4

Taxation 7.1 3.8

6.9 (1.3)

Net cash flows from operating activities 247.8 253.3

The accompanying Notes form an integral part of the Financial Statements.

42Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 March 2019

CONTENTS OF THE NOTES
TO THE FINANCIAL STATEMENTS

1Reporting entity

2Basis of preparation and principles of consolidation

3Significant transactions and events in the financial

year

4Operating revenue and segmental information

5Operating profit

6Derivative financial instruments

7Trade and other receivables

8Inventories

9Property, plant and equipment

10Intangible assets

11Income tax

12Interest-bearing liabilities

13Trade and other payables

14Provisions

15Share capital

16Earnings per share

17Reserves

18Employee benefits

19Contingent liabilities

20Commitments

21Financial risk management

22Significant events after balance date

23Other accounting policies

Notes to the

Financial

Statements

43Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

1. REPORTING ENTITY
Fisher & Paykel Healthcare Corporation Limited (the “Company” or “Parent”) together with its

subsidiaries (the “Group”) is a leading designer, manufacturer and marketer of medical device

products and systems for use in both hospital and homecare settings. Products are sold in over

120 countries worldwide. The Company is a limited liability company incorporated and domiciled

in New Zealand. The address of its registered office is 15 Maurice Paykel Place, East Tamaki,

Auckland. These consolidated financial statements were approved for issue by the Board of

Directors on 24 May 2019.

2. BASIS OF PREPARATION AND PRINCIPLES OF CONSOLIDATION

Statement of compliance and measurement base

The Company is registered under the Companies Act 1993 and is an FMC reporting entity

under Part 7 of the Financial Markets Conduct Act 2013. The Company is also listed on the

New Zealand Stock Exchange (NZX) and the Australian Stock Exchange (ASX). The consolidated

financial statements have been prepared in accordance with the requirements of Part 7 of the

Financial Markets Conduct Act 2013.

These consolidated financial statements for the year ended 31 March 2019 have been prepared

in accordance with New Zealand Generally Accepted Accounting Principles (NZ GAAP). They

comply with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS),

other New Zealand accounting standards and authoritative notices that are applicable to entities

that apply NZ IFRS. The consolidated financial statements also comply with International

Financial Reporting Standards (IFRS). The Group is a for-profit entity for the purposes of

complying with NZ GAAP.

These consolidated financial statements are presented in New Zealand dollars (NZD) to the

nearest million (to one decimal place) unless otherwise stated.

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries

of the Group as at balance date and the results of all subsidiaries for the year then ended. All

subsidiaries are 100% owned within the Group.

Intercompany transactions, balances and unrealised gains on transactions between subsidiary

companies are eliminated. Unrealised losses are also eliminated unless the transaction provides

evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have

been changed where necessary to ensure consistency with the policies adopted by the Group.

Significant accounting policies

Accounting policies are disclosed in each of the applicable notes to the financial statements and

are designated with an symbol.

Historical cost convention

These consolidated financial statements have been prepared under the historical cost

convention, as modified by the revaluation of financial assets and liabilities (including derivative

instruments) at fair value through profit or loss and/or other comprehensive income, and the

revaluation of land.

Foreign currency

Functional and presentation currency

The consolidated financial statements are presented in NZD, which is the Group’s presentation

currency. Items included in the financial statements of each of the subsidiaries are measured

using the currency of the primary economic environment in which the entity operates (“the

functional currency”).

The Group operates as one integrated business, and the functional currency of all material

global operations is New Zealand dollars, with the exception of the Fisher & Paykel Healthcare

Mexico Properties S.A. de C.V (“Mexico Properties”) which was established for the purpose

of holding the Group’s property in Mexico. Upon completion of the Mexico Properties capital

project it was determined that the functional currency is United States dollars (USD). The results

and financial position of entities that have a different functional currency are translated to NZD

as follows: assets and liabilities are translated at the exchange rate at balance date and Income

Statement items are translated at the average exchange rates for the year. Exchange differences

are recognised in other comprehensive income as a currency translation reserve movement.

Transactions and balances

Foreign currency transactions are translated into the relevant functional currency at the

exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting

from the settlement of such transactions and from the translation at period end exchange

rates of monetary assets and liabilities denominated in foreign currencies are recognised in the

Income Statement, except when deferred in other comprehensive income as qualifying cash

flow hedges and qualifying net investment hedges.

Critical accounting estimates and judgements

The preparation of financial statements in conformity with NZ IFRS requires the use of

certain critical accounting estimates. It also requires management to exercise its judgement

in the process of applying the Group’s accounting policies. The Directors regularly review all

accounting policies and areas of judgement in presenting the financial statements. Significant

estimates are disclosed in each of the applicable notes to the financial statements and are

designated with an symbol.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

44Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

3. SIGNIFICANT TRANSACTIONS AND EVENTS IN THE FINANCIAL YEAR
The following significant transactions and events affected the financial performance and

financial position of the Group for the year ended 31 March 2019:

Global patent infringement litigation settlement

In February 2019, Fisher & Paykel Healthcare reached an agreement with ResMed to settle all

outstanding patent infringement disputes between the companies in all venues around the

world.

Under the agreement, all ongoing infringement proceedings against named products were

dismissed. The settlement involved no payment by either party.  During the year, the Group

incurred net intellectual property litigation expenses of $23.4 million (2018: $15.6 million).

Further details are included in Note 19.

Capital expenditure

During the year, the building of the Group’s new production facility in Tijuana, Mexico was

completed. Production at the facility is expected to begin in FY20.  To date, spending on

the land and building project totals $58.1 million (2018: $10.3 million), excluding furniture

and fittings.

During the year, construction work has progressed for a fourth building on our Auckland,

New Zealand campus. Capital commitments at 31 March 2019 include $69.9 million related to

this project (2018: $126.4 million). To date, spending on this project totals $69.2 million (2018:

$10.3 million). The building is expected to be operational in 2020.

4. OPERATING REVENUE AND SEGMENTAL INFORMATION

2018

NZ$M

2019

NZ$M

Sales revenue 964.5 1,072.1

Foreign exchange gain (loss) on hedged sales 16.3 (1.7)

Total operating revenue 980.8 1,070.4

Revenue by Product Group

Hospital products 572.1 642.3

Homecare products 398.1 421.4

970.2 1,063.7

Distributed and other products 10.6 6.7

Total operating revenue 980.8 1,070.4

Revenue after hedging by geographical location of customer:

North America 458.5 501.5

Europe 297.6 314.6

Asia Pacific 181.0 208.1

Other 43.7 46.2

Total operating revenue 980.8 1,070.4


Revenue is recognised at the point in time performance obligations are satisfied by

transferring control of goods to the customer at the transaction price specified in the

contract. Control typically transfers to the customer at the same time as the legal title

passes to the customer, typically on delivery. The transaction price includes all amounts

which the Group expects to be entitled to net of sales taxes and other indirect taxes,

expected rebates and discounts. Where applicable, rebates and/or discounts are included

within the consideration using an estimation typically based on the most likely method,

and are only recognised to the extent that it is highly probable that a significant reversal

will not occur.

There are no significant financing components in the Group’s revenue arrangements.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

45Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

4. OPERATING REVENUE AND SEGMENTAL INFORMATION (CONTINUED)
Segment reporting

The Group operates predominantly in one segment - being the design, manufacture, marketing

and sale of medical devices and systems globally. These products and systems are for use in

respiratory care, acute care, surgery and the treatment of OSA in the home and within the

hospital. Resource allocation decisions are made to optimise the consolidated Group’s financial

operating profit.

During the year management has reassessed the determination of operating segments. This

determination is made to be consistent with the internal reporting provided to the chief

operating decision-maker (CODM), being a group comprising the Board of Directors (which

includes the Chief Executive Officer), Vice-President – Products and Technology, Senior Vice-

President - Sales and Marketing and the Chief Financial Officer.

Revenue is disclosed by the following regions:

North America – United States of America and Canada.

Europe – United Kingdom, France, Germany, Sweden, Turkey, Russia and neighbouring European

countries.

Asia-Pacific – Australia, Japan, India, China, South Korea, Taiwan and Hong Kong.

Other – New Zealand, Latin America, Africa, the Middle East and other countries not included in

the above list.

Non current asset disclosures by geographical location are included in Note 9.

5. OPERATING PROFIT

2018

NZ$M

2019

NZ$M

Profit before tax is after charging the following specific expenses:

Auditors’ fees:

Statutory audit and half year review (a)1.0 0.9

Other assurance and audit related services (b) 0.1 0.1

Total audit, other assurance services and audit related services 1.1 1.0

Other services (c) 0.1 0.1

Total fees paid to auditors 1.2 1.1

Donations0.2 0.1

Inventory written off (net) 6.3 3.5

Rental and lease expense 11.2 13.0

Intellectual property litigation expense (net – refer Note 19) 15.6 23.4

Other fees paid to auditors

(a) Statutory audit and half year review includes $306,000 (2018: 291,000) paid to PwC

Network firms in the United Kingdom, France Germany, Sweden, Hong Kong, China and Mexico.

(b) Other assurance and audit related services of $50,100 (2018: $60,000) include assurance

procedures in relation to compliance with the constant currency framework and assessment of

eligible expenditure for the purposes of the research and development grant and scrutineering

the counting of votes at the Annual Shareholders’ Meeting (ASM).

(c) Other services in 2019 include treasury risk management advice, remuneration benchmarking

as well as tax compliance. In 2018, other services included these items as well as accounting

standards advice and risk management advice.

Profit before tax is after crediting the following specific income:

Research and development growth grant 5.0 5.0


Government Grants are recognised in the Income Statement over the same period that the

related costs are expensed. Government Grants are recognised when there is reasonable

assurance the Group will comply with the conditions attaching to the grants.

Research and development growth grant

The Callaghan Growth Grant provides reimbursement for eligible research and development

‘R&D’ expenditure up to a maximum of $5.0 million per annum (excluding GST). The initial three

year term of the Callaghan Growth Grant concluded on 30 September 2016 and was extended

to 30 September 2018. The Group has been granted a further extension to 31 March 2021.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

46Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

6. DERIVATIVE FINANCIAL INSTRUMENTS
20182019

Assets

NZ$M

Liabilities

NZ$M

Assets

NZ$M

Liabilities

NZ$M

CURRENT

Foreign currency forward exchange contracts – cash flow hedges 14.4 8.6 14.7 2.6

Foreign currency forward exchange contracts – not hedge accounted 0.2 –

Foreign currency option contracts – cash flow hedges 4.0 0.2 3.8 –

Foreign currency option contracts – time value 0.1 0.1 0.3 –

Interest rate swaps – cash flow hedges 0.1 0.1 0.1 0.2

Interest rate options – cash flow hedges 0.2 – 0.1 –

18.8 9.0 19.2 2.8

NON-CURRENT

Foreign currency forward exchange contracts – cash flow hedges 27.0 4.7 43.0 1.6

Foreign currency option contracts – cash flow hedges 8.4 – 3.1 –

Foreign currency option contracts – time value 0.6 – 0.5 –

Interest rate swaps – cash flow hedges 0.6 0.2 0.3 0.3

Interest rate options – cash flow hedges 0.3 – 0.1 –

36.9 4.9 47.0 1.9


Derivatives are initially recognised at fair value on the date a derivative contract is entered

into, and are subsequently re-measured to their fair value. The method of recognising

the resulting gain or loss depends on whether the derivative is designated as a hedging

instrument and, if so, the nature of the item being hedged. The Group generally applies hedge

accounting to all derivative financial instruments.

The Group designates certain derivatives as either (1) hedges of the fair value of recognised

assets or liabilities or a firm commitment (fair value hedges) or (2) hedges of highly probable

forecast transactions (cash flow hedges). At the inception of the transaction the Group

documents the relationship between hedging instruments and hedged items, as well as the

risk management objective and strategy for undertaking various hedge transactions.

The Group also documents their assessment, both at hedge inception and on an ongoing

basis, of whether the derivatives that are used in hedging transactions have been and will

continue to be highly effective in offsetting changes in fair values or cash flows of hedged

items. Any ineffective portion is recognised immediately in the Income Statement. Derivatives

that are designated as hedges will be classified as non-current if they have maturities greater

than 12 months after the balance sheet date.

Some components of hedge accounted derivatives are excluded from the designated

risk. Cash flow hedges include only the intrinsic value of options. Time value on options is

excluded from the hedge designation and is marked to market through Other Comprehensive

Income and accumulated within a separate component of equity (‘the Costs of Hedging

Reserve’ within ‘Hedging Reserves’) until such time as the related hedge accounted cash

flows affect profit or loss. At this stage the cumulative amount is reclassified to profit or loss.

Master netting arrangements

The Group enters into derivative transactions under the International Swaps and Derivatives Associate (ISDA) master agreements. The ISDA agreements do not meet the criteria for offsetting

derivatives in the balance sheet. Netting arrangements are only enforceable upon early termination, for example, on occurrence of a credit default.

Refer to Note 21 for information on the calculation of fair values and maturity of undiscounted cash flows for these financial instruments.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

47Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

6. DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)
Contractual amounts of derivative financial instruments were as follows:

2018

NZ$M

2019

NZ$M

Foreign currency forward contracts and options

Sale commitments forward exchange contracts 879.3 982.1

Purchase commitments forward exchange contracts 60.7 63.1

Foreign currency borrowing forward exchange contracts 8.5 23.5

NZD call option contracts purchased – 7.7

Collar option contracts – NZD call options purchased (i) 113.7 86.3

Collar option contracts – NZD put options sold (i) 125.5 94.6

Interest rate derivatives

Interest rate swaps 42.1 50.2

Interest rate options 20.7 22.0

(i) Foreign currency contractual amounts of put and call options are equal.

Undiscounted foreign currency contractual amounts for outstanding hedges were as follows:

Foreign Currency

2018

M

2019

M

Sale commitments

United States dollars US$294.5US$302.8

European Union euros €210.7€241.5

Australian dollars A$19.6A$16.5

British pounds £21.5£19.4

Canadian dollars C$21.0C$26.6

Japanese yen ¥3,670.0¥4,925.0

Chinese yuan ¥82.5¥88.0

Korean won ₩8,553.7₩7719.1

Swedish kronor kr38.3kr23.3

Danish krone kr4.5kr3.5

Purchase commitments

Mexican pesos MXN$855.5MXN$941.0

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

48Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

7. TRADE AND OTHER RECEIVABLES
2018

NZ$M

2019

NZ$M

CURRENT

Trade receivables 128.3 136.4

Loss allowance for doubtful trade receivables (0.5) (0.4)

127.8 136.0

Other receivables 18.2 21.9

146.0 157.9


Trade receivables are recognised initially at fair value and subsequently measured at

amortised cost using the effective interest method, less loss allowance for doubtful

trade receivables. Bad debts are written off when they are considered to have become

uncollectable.

Trade receivables credit risk

As at balance date 84% of trade receivables were current (2018: 86%) with less than 1% (2018:

1%) more than 90 days past due. The total loss allowance for doubtful trade receivables covers

the majority of these more than 90 days past due balances.

Customer and receivable concentration

2018 2019

Five largest customers’ proportion of the Group’s:

Operating revenue 17.5%18.0%

Trade receivables 12.9%16.6%

There is no history of default in relation to these customers. Further information about the credit

quality and the Group’s exposure to credit risk can be found in Note 21.

8. INVENTORIES

2018

NZ$M

2019

NZ$M

Materials 32.6 38.8

Finished products 103.1 107.0

Provision for obsolete inventories (10.3) (9.7)

125.4 136.1


Inventories are stated at the lower of cost or net realisable value. Cost is determined using

the first-in, first-out (FIFO) method and includes expenditure incurred in acquiring the

inventories and bringing them to their existing location and condition. The cost of finished

goods comprises raw materials, direct labour, other direct costs and related production

overheads (based on normal operating capacity). Net realisable value is the estimated

selling price in the ordinary course of business, less applicable variable selling expenses.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

49Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

9. PROPERTY, PLANT AND EQUIPMENT
Reconciliation of carrying amounts at the beginning and end of the year

LandBuildings

Plant &

equipmentCapital projectsTotal

Fair ValueStructure

Fit out

and otherBuildingsOther

NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M NZ$M

Cost and revaluation

Balance at 31 March 2017 117.0 89.5 128.7 280.5 3.3 50.2 669.2

Additions 19.9 – 1.1 8.4 20.5 36.2 86.1

Transfers 1.2 – 1.9 30.8 (1.0) (32.9) –

Disposals – – – (36.0) – – (36.0)

Foreign exchange differences 0.1 – – – – – 0.1

Balance at 31 March 2018 138.2 89.5 131.7 283.7 22.8 53.5 719.4

Revaluation recognised in asset

revaluation reserve

34.1 – – – – – 34.1

Additions – 0.3 1.1 13.9 82.9 26.9 125.1

Transfers 7.4 27.1 8.6 25.6 (43.1) (25.6) –

Disposals – – – (4.4) – – (4.4)

Foreign exchange differences 0.3 – – – – – 0.3

Balance at 31 March 2019 180.0 116.9 141.4 318.8 62.6 54.8 874.5

Depreciation and impairment losses

Balance at 31 March 2017 – 16.3 58.3 169.4 – – 244.0

Depreciation charge for the year – 1.8 6.5 26.7 – – 35.0

Disposals – – – (36.0) – – (36.0)

Balance at 31 March 2018 – 18.1 64.8 160.1 – – 243.0

Depreciation charge for the year – 2.0 5.7 26.6 – – 34.3

Disposals – – – (4.2) – – (4.2)

Balance at 31 March 2019 – 20.1 70.5 182.5 – – 273.1

Carrying amounts

At 31 March 2017 117.0 73.2 70.4 111.1 3.3 50.2 425.2

At 31 March 2018 138.2 71.4 66.9 123.6 22.8 53.5 476.4

At 31 March 2019 180.0 96.8 70.9 136.3 62.6 54.8 601.4

Buildings additions in New Zealand and Mexico include capitalised finance costs of $2.2 million (2018: $0.7 million).

The average effective interest rate used is between 2.8% and 5.4% (2018: 3% and 4.4%).


Land is measured at fair value, based on periodic

but at least triennial valuations by external

independent valuers less any impairment losses

recognised after the date of the revaluation.

Valuations are performed with sufficient regularity

to ensure that the fair value does not differ

materially from its carrying amount.

All other property, plant and equipment is stated

at historical cost less depreciation and impairment.

Historical cost includes expenditure that is directly

attributable to the acquisition of the items. This

cost includes labour attributable to bringing the

assets to the location and working condition for its

intended use.

Depreciation is generally calculated using the

straight line method and is expensed over the

estimated useful lives. Depreciation methods,

residual values and useful lives are reassessed at

each reporting date. Estimated useful lives are as

follows:

Buildings – structure 25 – 50 years

Buildings – fit-out and other 3 – 50 years

Plant and equipment 3 – 15 years

An asset’s carrying amount is written down

immediately to its estimated recoverable amount

if the asset’s carrying amount is greater than its

estimated recoverable amount.

Revaluations of land

Any revaluation increment is credited to the asset

revaluation reserve included in equity, except to

the extent that it reverses a revaluation decrement

for the same asset previously recognised in the

Income Statement, in which case the increment is

recognised in the Income Statement.

Any revaluation decrement is recognised in the

Income Statement, except to the extent that

it offsets a previous revaluation increment for

the same asset, in which case the decrement is

debited directly to the asset revaluation reserve

to the extent of the credit balance existing in the

revaluation reserve for that asset. Upon disposal

or derecognition, any revaluation reserve relating

to the particular asset being sold is transferred to

retained earnings.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

50Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

Land revaluation

As described in Note 21 land in Mexico and New Zealand is considered to be a level 3 asset

within the fair value hierarchy for valuation purposes. There are certain estimates associated

with determining fair value, with the significant input being comparable land sales information

per square metre (‘psm’) for similar properties adjusted to reflect relevant physical and

locational characteristics. Valuation of land is performed in accordance with the provisions of

NZ IAS 16 Property, Plant and Equipment and NZ IFRS 13 Fair Value Measurement.

New Zealand

The New Zealand land holding was valued by Jones Lang LaSalle (JLL NZ), with an effective

date of 31 March 2019 in accordance with the Australia and New Zealand Property Institute

Valuation Standards. The valuation of land ranged from $400 psm for land with improvements

and $350 psm for development land.

Mexico

The Group has approximately 15 hectares of land in Tijuana. An independent valuation of

the Mexico land was conducted by Jones Lang LaSalle (JLL Mexico) as at 31 March 2019

in accordance with the International Valuation Standards. The land has been valued at

US$15.7 million (NZ$23.0 million) representing US$100 psm (NZ$143 psm).

Carrying amounts of land if measured at historical cost

New ZealandMexico

2018

NZ$M

2019

NZ$M

2018

NZ$M

2019

NZ$M

At historical cost 63.5 70.9 21.2 21.2

At Fair Value 117.0 157.0 21.2 23.0

Property, plant and equipment and intangible assets by geographical location:

2018

NZ$M

2019

NZ$M

New Zealand 438.3 542.1

Mexico 76.9 108.7

North America 6.9 7.3

Europe 2.4 2.5

Asia Pacific 2.2 2.2

Other 0.1 0.1

526.8 662.9

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

51Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

10. INTANGIBLE ASSETS
Software

Patents,

trademarks &

applicationsOther

ERP project in

progressTotal

NZ$M NZ$M NZ$M NZ$M NZ$M

Cost

Balance at 31 March 2017 44.4 34.0 5.0 0.3 83.7

Additions 4.4 8.0 – 3.2 15.6

Transfers 0.3 – – (0.3) –

Disposals (0.9) – – – (0.9)

Balance at 31 March 2018 48.2 42.0 5.0 3.2 98.4

Additions 3.5 10.6 – 4.5 18.6

Transfers 2.7 – – (2.7) –

Disposals (0.1) (1.4) – – (1.5)

Balance at 31 March 2019 54.3 51.2 5.0 5.0 115.5

Amortisation and impairment losses

Balance at 31 March 2017 16.7 18.9 3.6 – 39.2

Amortisation for the year 3.6 6.0 – – 9.6

Disposals (0.8) – – – (0.8)

Balance at 31 March 2018 19.5 24.9 3.6 – 48.0

Amortisation for the year 3.9 3.5 – – 7.4

Disposals – (1.4) – – (1.4)

Balance at 31 March 2019 23.4 27.0 3.6 – 54.0

Carrying amounts

At 31 March 2017 27.7 15.1 1.4 0.3 44.5

At 31 March 2018 28.7 17.1 1.4 3.2 50.4

At 31 March 2019 30.9 24.2 1.4 5.0 61.5


Software: Acquired computer software licences are initially

capitalised at cost, which includes the purchase price and other

directly attributable cost of preparing the asset for its intended

use including employee costs. Direct expenditure, which

enhances or extends the performance of computer software

beyond its specifications and which can be reliably measured,

is added to the original cost of the software. Software costs are

amortised over the useful economic life of 3 to 15 years.

The ERP implementation project costs are transferred from ERP

project in progress to Software, as each stage is completed.

Patents and trademarks: Patents and trademarks have a finite

useful life and are carried at cost less accumulated amortisation

and impairment losses. Amortisation is calculated using

the straight line method to allocate the cost of patents and

trademarks over their anticipated useful lives of 5 to 15 years.

In the event of a patent being superseded or a trademark

registration is not continued or renewed, the unamortised costs

are expensed immediately.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

52Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

11. INCOME TAX
INCOME TAX EXPENSE

2018

NZ$M

2019

NZ$M

Profit before tax 267.8 291.2

Tax expense at the New Zealand rate of 28% 75.0 81.5

Adjustments to tax:

Non-assessable income (0.4) (0.3)

Non-deductible expenses 1.7 2.4

Foreign rates other than 28% 1.1 (0.2)

Effect of foreign currency translations (0.1) (0.8)

Prior period over provision 0.3 (0.6)

Tax expense 77.6 82.0

This is represented by:

Current tax 77.1 85.2

Deferred tax 0.5 (3.2)

Tax expense 77.6 82.0

Effective tax rate 29.0%28.2%


Tax expense comprises current and deferred tax. Tax expense is recognised in the Income

Statement except to the extent that it relates to items recognised outside of the Income

Statement, in which case it is recognised in Other Comprehensive Income or directly in Equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates

enacted or substantively enacted at the balance date. It also includes any adjustment to tax

payable in respect of previous financial years.

Deferred tax arises due to temporary differences between the carrying amounts of assets

and liabilities for financial reporting purposes and those for tax purposes.

Deferred tax is determined using tax rates (and laws) that have been enacted or

substantively enacted by balance date and are expected to apply when the related deferred

tax asset is realised or the deferred tax liability is settled.

IMPUTATION CREDITS

2018

M

2019

M

New Zealand imputation credits available for use in subsequent

reporting periods

NZ$92.5 NZ$118.8

Australian franking credits available for use in subsequent

reporting periods

A$8.3 A$9.1

DEFERRED TAX

Provisions and

accruals

Property,

plant and

equipment and

intangibles

Financial

instrumentsOtherTotal

NZ$MNZ$MNZ$MNZ$MNZ$M

Balance at 31 March 2017 42.3 (16.9) (8.9) 1.0 17.5

Amounts recognised in:

Other comprehensive income – – (1.4) – (1.4)

Directly in equity – – – 1.9 1.9

In the Income Statement 2.4 (2.5) (0.6) 0.2 (0.5)

Balance at 31 March 2018 44.7 (19.4) (10.9) 3.1 17.5

Amounts recognised in:

Other comprehensive income – – (5.4) – (5.4)

Directly in equity – – – 0.3 0.3

In the Income Statement 6.1 (3.6) (0.3) 1.0 3.2

Balance at 31 March 2019 50.8 (23.0) (16.6) 4.4 15.6

Deferred tax assets and liabilities are offset within the Balance Sheet where they relate to income taxes levied by the same taxation authority.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

53Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

12. INTEREST-BEARING LIABILITIES
2018

NZ$M

2019

NZ$M

CURRENT

Bank overdrafts 16.1 17.3

Borrowings 13.8 –

29.9 17.3

NON-CURRENT

Borrowings expiring

Between one and two years – 44.1

Between two and three years 52.5 –

Between three and four years – –

Between four and five years – 24.9

52.5 69.0


Borrowings are recognised initially at fair value, net of transaction costs incurred.

Subsequent to initial recognition, borrowings are measured at amortised cost, applying the

effective interest rate method. Financing expenses directly attributable to the acquisition,

construction or production of a qualifying asset are capitalised as part of the cost of that

asset.

Borrowings are classified as current liabilities unless the Group has an unconditional right

to defer settlement of the liability for at least 12 months after the reporting date.

Borrowing Facilities

Borrowings have been aged in accordance with the expiry dates of the facilities as there are no

required principal payments before the expiry of each facility. At year end the weighted average

interest rate is 2.7% (2018: 2.4%).

Key lenders to the Group are Debt Certificate Holders under the Negative Pledge Deed. In

April 2017, an amended Negative Pledge Deed was executed. The negative pledge includes the

covenant that security can be given only in limited circumstances.

The companies in the Group providing the undertakings under the amended Negative Pledge

Deed are:

Fisher & Paykel Healthcare Corporation Limited

Fisher & Paykel Healthcare Limited

Fisher & Paykel Healthcare Treasury Limited

Fisher & Paykel Healthcare Properties Limited

The principal covenants of the negative pledge are that:

(a) the interest cover ratio for the Group shall not be less than 3 times earnings before

interest, tax, depreciation and amortisation (EBITDA);

(b) the net tangible assets of the Group shall not be less than $200 million; and

(c) the total tangible assets of the Guaranteeing Group shall constitute at least 80% of the

total tangible assets of the Group.

Refer to Note 21 (d) for further information on these covenants.

2018

NZ$M

2019

NZ$M

Unused lines of credit

Bank overdraft facilities 26.8 31.2

Borrowing facilities 138.5 145.0

165.3 176.2

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

54Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

13. TRADE AND OTHER PAYABLES
2018

NZ$M

2019

NZ$M

CURRENT

Trade payables 32.7 55.1

Employee entitlements 43.4 47.4

Other payables and accruals 36.7 32.5

112.8 135.0

NON-CURRENT

Employee entitlements 8.0 11.2

Other payables and accruals 0.6 1.5

8.6 12.7


Trade and other payables represent liabilities for goods and services provided to the Group

prior to the end of the financial period which are unpaid. The amounts are unsecured and

are usually paid within 60 days of recognition. Trade payables are recognised initially at fair

value and subsequently measured at amortised cost using the effective interest method.

Refer to Note 18 for further details of employee entitlements and benefits.

14. PROVISIONS

2018

NZ$M

2019

NZ$M

Warranty provision

CURRENT

Balance at beginning of the year 3.2 4.7

Current year provision 8.6 7.6

Warranty expenses incurred (7.1) (7.4)

Balance at end of the year 4.7 4.9

NON-CURRENT

Balance at beginning of the year 2.0 2.1

Current year provision 0.1 0.1

Warranty expenses incurred - -

Balance at end of the year 2.1 2.2


Provisions are recognised where the Group has a present legal or constructive obligation

as a result of past events and it is more likely than not that an outflow of resources will be

required to settle the obligation, and the amount can be reliably estimated.

Warranty

Provision for warranty covers the obligations for the unexpired warranty periods for

products, based on recent historical costs incurred on warranty exposure. Currently typical

warranty terms are 1 to 2 years for parts or parts and labour.

As the provision for warranty is based on historical warranty rates, the actual future

warranty claims experienced by the Group may be different to that of the past. Factors

that could impact the provision for warranty include the success of the Group’s quality

system, as well as future parts and labour costs. Where the Group is aware of specific

product warranty issues these are included in the provision.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

55Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

15. SHARE CAPITAL
2018

NZ$M

2019

NZ$M

Share capital at beginning of the year 183.5 201.4

Issue of share capital under dividend reinvestment plan (i) 11.4 12.7

Issue of share capital 0.5 0.4

Increase in share capital under share based payment schemes

for employee services

6.0 6.5

Share capital at end of the year 201.4 221.0

Less treasury shares (ii) (3.0) (1.8)

198.4 219.2

Number of issued shares

Number of shares on issue at beginning of the year 567,686,436 571,230,264

Shares issued:

Dividend reinvestment plan (i) 946,443 918,827

Employee share purchase schemes 182,982 90,510

Exercise of share options 138,619 77,980

Exercise of share options under cancellation facility 1,727,514 954,488

Exercise of performance share rights 548,270 436,670

Number of shares on issue at end of the year 571,230,264 573,708,739

Less treasury shares (ii) (425,725) (210,457)

570,804,539 573,498,282


Incremental costs directly attributable to the issue of new shares or options are shown

in equity as a deduction. Where any Group company purchases the Company’s equity

share capital (treasury shares), the consideration paid, including any directly attributable

incremental costs (net of income taxes), is deducted from equity attributable to the

Company’s equity holders until the shares are cancelled or reissued.

Where such shares are subsequently reissued, any consideration received (net of any

directly attributable incremental transaction costs and the related income tax effects) is

included in equity attributable to the Company’s equity holders.

All shares are fully paid. All ordinary shares rank equally with one vote attached to each fully

paid ordinary share.

(i) Shares were issued under the Company’s dividend reinvestment plan at an average price of

$13.87 (2018: $12.05) per share.

(ii) The treasury shares are those shares held and controlled by Fisher & Paykel Healthcare

Employee Share Purchase Trustee Limited.

16. EARNINGS PER SHARE

2018

NZ$M

2019

NZ$M

Profit after tax 190.2 209.2

Weighted average number of ordinary shares 570,023,436 572,780,545

Adjustment for share options, PSRs and ESRs 6,426,201 5,270,055

Weighted average number of ordinary shares

for diluted earnings per share576,449,637 578,050,600

Basic earnings per share (cents per share) 33.4 cps 36.5 cps

Diluted earnings per share (cents per share) 33.0 cps 36.2 cps


Basic earnings per share is calculated by dividing the profit after tax of the Group by the

weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share is calculated by adjusting the weighted average number

of ordinary shares outstanding to assume conversion of all dilutive potential ordinary

shares. Options, Performance Share Rights (PSRs) and Employee Share Rights (ESRs) are

convertible into the Company’s shares, and are therefore considered dilutive securities for

diluted earnings per share.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

56Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

17. RESERVES
2018

NZ$M

2019

NZ$M

Hedging reserves 30.2 44.1

Asset revaluation reserve 53.5 87.6

Employee share based payment reserves 12.0 12.9

Foreign currency translation reserve – 0.2

Total reserves 95.7 144.8

Nature and purpose of reserves

Hedging reserves

Cash flow hedge reserve: This reserve is used to record unrealised gains or losses on hedging

instruments that are recognised directly in equity.

Costs of hedging reserve: This reserve contains the cumulative net change in the time value on

currency options which are excluded from hedge designations of foreign currency risk.

Amounts are recycled to the Income Statement when the associated hedged transactions affect

the Income Statement.

Asset revaluation reserve

The asset revaluation reserve relates to the revaluation of land. For details refer to Note 9.

Share based payment reserves

Employee share option reserve: This reserve is used to recognise the fair value of options, PSRs

and ESRs granted but not exercised or lapsed. Tax deductions in excess of the cumulative share

based payment expense are recognised in equity.

Amounts are transferred to share capital (including income tax benefits) when the vested

options or performance share rights are exercised by the employee or lapse upon expiry.

Employee share entitlement reserve: This reserve is used to recognise the fair value of shares

granted but not exercised or lapsed. Amounts are transferred to share capital when the shares

are exercised or lapsed.

Foreign currency translation reserve

The foreign currency translation reserve contains foreign exchange differences arising on

consolidation of assets and liabilities of overseas entities with a functional currency other than

New Zealand dollars.

Dividends

All dividends are recognised as distributions to shareholders.

During the year, supplementary dividends of $13.6 million were paid to non resident

shareholders (2018: $10.7 million), for which the Group received an equivalent foreign investor

tax credit entitlement. The foreign investor tax credit entitlement is included in income taxes

paid within the Statement of Cash Flows.

Cents per

share NZ$M

Dividends

2017 final 11.25 64.0

2018 interim 8.75 49.9

31 March 2018 20.00 113.9

2018 final 12.50 71.5

2019 interim 9.75 55.8

31 March 2019 22.25 127.3

Subsequent event – dividend declared

On 24 May 2019 the directors approved the payment of a fully imputed 2019 final dividend of

$77.5 million (13.50 cents per share) to be paid on 5 July 2019. A supplementary dividend of

2.3824 cents per share was also approved for eligible non-resident shareholders.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

57Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

18. EMPLOYEE BENEFITS
2018


2019

NZ$M

Wages and salaries 302.7 337.8

Other employment costs 15.2 12.2

Employer contributions to defined contribution superannuation

plans inclusive of tax 8.4 9.2

Equity settled share based payment expense 4.9 5.5

Movement in liability for long service leave 0.7 3.0

331.9 367.7


Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and

accumulating sick leave, are recognised within employee entitlements in respect of

employees’ services up to the reporting date, and are measured at the amounts expected

to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are

recognised when the leave is taken and measured at the rates paid or payable.

Equity settled share based payments

The fair value (at grant date) of PSRs, ESRs and options granted to employees is

recognised as an employee expense in the Income Statement over the vesting period with

a corresponding increase in the employee share based payment reserve. When options,

PSRs or ESRs are exercised, the amount in the share based payment reserve relating to

those options, together with the option exercise price paid by the employee, is transferred

to share capital. When any vested options, PSRs or ESRs lapse, upon employee termination

or unexercised options reaching maturity, the amount in the share based payment reserve

relating to those options, PSRs or ESRs is also transferred to share capital.

Long service leave

The liability for long service leave is recognised in employee entitlements in trade and

other payables and measured as the present value of expected future payments to be

made in respect of services provided by employees up to the reporting date. Consideration

is given to expected future wage and salary levels, experience of employee departures and

periods of service. Expected future payments are discounted using market yields at the

reporting date on national government bonds with terms to maturity and currency that

match, as closely as possible, the estimated future cash outflows.

a) Employee share based compensation

The Board believes that the issue of a combination of options and share rights broadly in equal

value proportions provides appropriate incentive for participating employees to grow the

total shareholder return of the Company. The combination of the option, PSR and ESR Plans

assist the Group to attract, motivate and retain key employees in an environment where such

employees are in high demand both within New Zealand and internationally. Options and share

rights are issued to employees as a long-term component of remuneration in accordance with

the Group’s remuneration policy. Details of the option and share based payment arrangements

are described below.

(i) Employee option plans

The Employee Share Option Plans allow employees to acquire shares of the Company. One

option gives the employee the right to subscribe for one ordinary share in the Company subject

to meeting the vesting conditions. No amount is payable for the grant of options.

Options vest at any time between the third and the fifth anniversary of the grant date, as long

as the Company’s share price on the NZX has, at any time on or after the third anniversary,

exceeded the “escalated price” and as long as the employee remains in service. This “escalated

price” is determined using a base price established on or around the grant date being the

volume weighted average price for a share on the NZX for the 5 business days prior to the grant

date; and

• increasing the last calculated base price each year by a percentage determined by the

Board, based on independent advice, to represent the Company’s cost of capital; and

• reducing the resulting figure by any dividend paid by the Company in respect of a share in

the 12 month period immediately preceding that anniversary.

(ii) Employee performance share rights plan

The Employee Performance Share Rights (PSR) Plan allows employees to acquire shares of

the Company. One share right gives the employee the potential to exercise a share right for an

ordinary share in the Company at no cost. Share rights become exercisable if the Company’s

gross total shareholder return (TSR) performance exceeds the performance of the Dow Jones

US Select Medical Equipment Total Return Index (DJSMDQT) in New Zealand dollars over the

same period. If the Company’s TSR performance exceeds that of the DJSMDQT at either of the

third, fourth or fifth anniversary of the grant date of the PSRs, some or all of the PSRs become

exercisable as long as the employee remains in service. Where an employee has exercised a

portion of their PSRs before the fifth anniversary of the grant date, the remaining PSRs lapse at

the time that portion has been exercised.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

58Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

(iii) Employee share rights plan
The Employee Share Rights (ESR) Plan was introduced in 2019 and allows certain New Zealand

and Australian employees to acquire shares of the Company. ESRs automatically vest on the

third anniversary of their grant date at no cost to the employee as long as the employee remains

in service, at which point the Company will issue or transfer to the employee one ordinary share

for each vested ESR.

All unexercised PSRs and Options expire on the fifth anniversary of the grant date.

PSRs, ESRs and Options granted to employees have no voting rights until they have been

exercised and ordinary shares issued.

(iv) Other Employee share and stock purchase plans

All New Zealand and Australian full time employees are eligible, after a qualifying period, to

participate in the Employee Share Purchase Plans, with no interest being charged on the loans,

and shares issued at a discount of 20% of market price. The qualifying period between grant

and vesting date is 3 years, at which point the shares are transferred to the employees and

become freely transferable. 210,457 shares (2018: 425,725) are held by the Trustees of the plans,

being 0.0% (2018: 0.1%) of the Company’s issued and paid up capital. At 31 March 2019 the total

receivable owing from employees was $0.6 million (2018: $1.4 million).

North American employees working more than 20 hours per week, in accordance with section

423 of the US Internal Revenue Code, as amended are eligible to participate in an Employee

Stock Purchase Plan. Shares under this Plan are issued at a discount of 15%, are allocated to

employees at the time of issue and vest immediately. Shares issued under this plan in 2019

totalled 90,510 shares (2018: 40,409).

Movements in the number of Options, PSRs and ESRs outstanding and their exercise prices are as follows:

20182019

Options

Performance

Share Rights

Employee

Share Rights Options

Performance

Share Rights

Employee

Share Rights

Number outstanding

As at beginning of the year 6,326,248 1,410,109 – 4,827,988 1,231,313 –

Granted during the year 1,119,685 408,183 – 670,303 216,937 126,377

Exercised during the year (2,527,553) (548,270) – (1,569,457) (436,670) –

Lapsed during the year (90,392) (38,709) – (120,406) (39,350) (4,022)

As at end of the year 4,827,988 1,231,313 – 3,808,428 972,230 122,355

Exercisable at year end 1,299,717 1,480 – 929,970 – –

Number of employees holding employee share options, PSRs and ESRs 503 503 – 478 478 227

Weighted average exercisable price $8.16 – – $10.46 – –

Weighted average contractual life (months) 33 41 – 33 39 29

Fair value of share options or rights granted during the year (NZ$M) 3.0 3.2 – 2.3 2.2 1.8

Fair value of share options or rights granted during the year ($ per share) $2.72 $7.72 – $3.39 $10.16 $14.38

18. EMPLOYEE BENEFITS (CONTINUED)

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

59Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Key inputs and assumptions
2018 2019

Employee Option Plans

Share price at grant date $12.13$15.16

Exercise price $11.81$14.91

Expected share price volatility 27.00%27.00%

Dividend yield 1.55%1.99%

Risk free interest rate 2.47%2.55%

Cost of equity 8.60%8.20%

Performance Share Rights

Share price at grant date $12.13 $15.16

NZD/USD exchange rate of grant date 0.72600.6560

5 year NZD risk free rate 2.47%2.59%

5 year USD risk free rate 1.76%2.90%

Expected share price volatility 27.00%27.00%

Expected NZD/USD volatility 12.00%13.00%

Expected DJSMDQT index volatility 14.00%13.00%

Employee Share Rights

Share price at grant date –$15.16

Expected share price volatility –27.00%

Dividend yield –1.99%

Risk free interest rate –2.55%

The expected price volatility is derived by analysing the historical volatility over the most recent

historical period corresponding to the term of the Option, PSR or ESR.

b) Key management and director compensation

2018

NZ$M

2019

NZ$M

Short term benefits6.6 6.3

Directors fees 1.0 1.0

Share based benefits 1.1 1.2

Employer contributions to defined contribution

superannuation plans0.2 0.2

8.9 8.7

Key management personnel includes the Chief Executive Officer and direct reports. The

amounts of key management and director compensation outstanding as at balance date are

$1.6 million (2018: $2.5 million).

The table excludes any dividends received on the Company’s shares held by the Directors or key

management personnel.

18. EMPLOYEE BENEFITS (CONTINUED)

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

60Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

19. CONTINGENT LIABILITIES

Contingent liabilities are subject to uncertainty or cannot be reliably measured and are not

provided for. Disclosures as to the nature of any contingent liabilities are set out below.

Judgements and estimates are applied to determine the probability that an outflow of

resources will be required to settle an obligation. These are made based on a review of the

facts and circumstances surrounding the event and advice from both internal and external

parties.

As previously disclosed, Fisher & Paykel Healthcare and ResMed were involved in patent

litigation in a number of countries.

The dispute included patent infringement proceedings filed by ResMed in the United States

District Court for the Southern District of California, the United States International Trade

Commission (“US ITC”), the Regional Court in Munich, Germany and the High Court of

New Zealand alleging that certain FPH products including its Simplus, Eson and Eson 2 range of

masks and its ICON CPAP device infringe ResMed Patents. It also included patent infringement

proceedings filed by FPH in the United States District Court for the Southern District of

California, the US ITC, the Regional Court in Munich, Germany and the Federal Court of Australia,

alleging that certain ResMed products including its AirSense flow generators, AirFit P10, Swift LT

and Swift FX masks, and ClimateLine heated tubes infringe FPH Patents.

Each party responded that the patents asserted by the other were not infringed and were

invalid.

As disclosed on 21 February 2019, FPH and ResMed reached a settlement on all outstanding

patent infringement disputes between the companies in all venues around the world. The

settlement involves no payment or admission of liability by either side and as a result of the

settlement, there will be no further infringement proceedings by the parties against the above

named ResMed and FPH products.

The parties continue to pursue various patent invalidity proceedings in Europe, the United

States and New Zealand.

The Directors are unaware of any claim or other contingencies that would have a material

impact on the operations of the Group.

20. COMMITMENTS

2018

NZ$M

2019

NZ$M

Capital expenditure commitments contracted for but not

recognised as at the reporting date:

Within one year99.1 79.7

Between one and two years 50.3 1.2

Between two and five years 2.1 –

151.5 80.9

Gross commitments under non-cancellable operating leases:

Within one year 8.8 9.4

Between one and two years 6.7 8.3

Between two and five years 7.2 8.3

Over five years – 0.7

22.7 26.7

Leases


Leases in which a significant portion of the risks and rewards of ownership are retained by

the lessor are classified as operating leases. Payments made under operating leases (net of

any incentives received from the lessor) are charged to the Income Statement on a straight

line basis over the period of the lease.

Operating lease commitments relate mainly to building leases. Certain building leases give a

right to renew the lease which are not included in the lease commitments disclosure.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

61Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

21. FINANCIAL RISK MANAGEMENT
The Group’s activities expose it to a variety of financial risks: market risk (including currency risk

and interest rate risk), credit risk and liquidity risk.

The Board of Directors has approved policies and guidelines for the Group that identify and

evaluate risks and authorise various financial instruments to manage financial risks. These

policies and guidelines are reviewed regularly.

a. Market risk

(i) Foreign exchange risk

The Group operates internationally and is exposed to foreign exchange risk arising from various

currency exposures, primarily with respect to the US dollar, Euro, Japanese yen and Mexican peso.

Foreign exchange risk arises when future commercial transactions and recognised assets and

liabilities are denominated in a currency that is not the entity’s functional currency.

The purpose of the Group’s foreign currency risk management activities is to protect the

Group from exchange rate volatility with respect to New Zealand dollar net cash movements

resulting from the sale of products in foreign currencies to foreign customers, and the purchase

of raw materials in foreign currencies from foreign and domestic suppliers. The Group enters

into foreign currency option contracts and forward foreign currency contracts within policy

parameters to manage the risk associated with anticipated sales or costs. The terms of the

foreign currency option contracts and the forward foreign currency contracts generally do not

exceed 5 years. However, with Board approval, the foreign currency option contracts and the

forward foreign currency contracts may have terms of up to 10 years.

Foreign exchange contracts and options in relation to sales are designated at the Group level as

hedges of foreign exchange risk on specific forecast foreign currency denominated sales.

Major capital expenditure in foreign currency may be hedged with forward exchange contracts

and options and may be designated as hedges.

Balance sheet foreign exchange risk arising from net assets held by the Group may be hedged

either by debt in the relevant currency, foreign currency swaps or by foreign currency option

contracts and forward foreign currency contracts.

(ii) Price risk

The Group has no material exposure to price risk.

(iii) Interest rate risk

The Group’s main interest rate risk arises from floating rate borrowings drawn under bank debt

facilities. When deemed appropriate, the Group manages floating interest rate risk by using

floating-to-fixed interest rate swaps and interest rate options. Interest rate swaps have the

economic effect of converting borrowings from floating to fixed rates. Interest rate options give

the right, but not the obligation, to enter into an interest rate swap at a fixed rate at a future

date. Under the Group Treasury policy, the mix between economically fixed and floating debt

is reviewed on a regular basis. Interest rate swaps and options are accounted for as cash flow

hedges.

The carrying amounts of significant financial assets and liabilities are denominated in the following foreign currencies:

NZD

NZ$M

USD

NZ$M

EUR

NZ$M

JPY

NZ$M

AUD

NZ$M

CAD

NZ$M

GBP

NZ$M

MXN

NZ$M

Other

NZ$M

Total

NZ$M

2018

Cash 12.7 11.6 2.1 0.2 – 0.4 – 1.5 3.4 31.9

Short-term investments 100.4 – – – – – – – – 100.4

Trade receivables 1.4 53.3 31.7 14.3 6.9 5.5 5.2 – 10.0 128.3

Trade and other payables (25.3) (20.5) (8.5) (1.6) (3.1) (0.5) (2.9) (4.0) (3.6) (70.0)

Bank overdraft – (2.7) (4.0) (6.2) (0.7) (0.2) (1.0) – (1.3) (16.1)

Borrowings – (52.5) (8.5) – (3.5) (1.8) – – – (66.3)

89.2 (10.8) 12.8 6.7 (0.4) 3.4 1.3 (2.5) 8.5 108.2

2019

Cash 27.4 10.0 1.6 0.3 – 0.8 – 1.7 6.4 48.2

Short-term investments 92.5 – – – – – – – – 92.5

Trade receivables 1.6 57.8 33.2 16.1 7.8 5.6 4.7 – 9.6 136.4

Trade and other payables (31.7) (23.9) (6.3) (1.4) (3.2) (0.6) (3.9) (3.4) (14.7) (89.1)

Bank overdraft – (2.0) (2.6) (10.0) (0.4) – (1.2) – (1.1) (17.3)

Borrowings (2.9) (55.9) (4.9) – (3.4) (1.9) – – – (69.0)

86.9 (14.0) 21.0 5.0 0.8 3.9 (0.4) (1.7) 0.2 101.7

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

62Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

21. FINANCIAL RISK MANAGEMENT (CONTINUED)
Summarised sensitivity analysis

The following table summarises the sensitivity of the Group’s financial assets and financial

liabilities to interest rate risk and foreign exchange risk.

A sensitivity of +/-10% for foreign exchange risk has been selected (2018: +/-10%). The Group’s

primary foreign currency exposure is the NZD versus the US dollar, with other currencies as

discussed above forming the balance of the exposure. The Group believes that an overall

sensitivity of +/-10% is reasonably possible given the exchange rate volatility observed on a

historical basis for the preceding 5 year period with a higher weighting given to exchange rate

volatility over the preceding year and the range of market expectations for potential future

movements. A sensitivity of +/-1% has been selected for interest rate risk (2018: +/-1%). This

sensitivity is based on reasonably possible changes over a financial year using the observed

range of historical data for the preceding 5 year period.

All variables other than the applicable interest rates and exchange rates are held constant.

20182019

NZ$M NZ$M NZ$M NZ$M

-1%+ 1%-1%+ 1%

Interest rate change

Impact on net profit after tax (0.6) 0.6 (0.7) 0.7

Impact on hedging reserves

(within equity)

(1.9) 2.0 (1.7) 1.7

(2.5) 2.6 (2.4) 2.4

-10%+ 10%-10%+ 10%

Foreign exchange rate change

Impact on net profit after tax 0.8 (0.7)(0.9) 0.7

Impact on hedging reserves

(within equity)

(63.3) 52.7 (70.1)60.3

(62.5) 52.0 (71.0)61.0

Fair value estimation

NZ IFRS 13 for financial assets and liabilities measured at fair value requires disclosure of the fair

value measurements by level from the following fair value hierarchy:

• Level 1 – Quoted price (unadjusted) in active markets for identical assets and liabilities;

• Level 2 – Inputs, other than quoted price included within level 1, that are observable for the

asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices);

• Level 3 – Inputs for assets and liabilities that are not based on observable market data (that

is, unobservable inputs).

All the Group’s financial instruments held at fair value have been measured at the fair value

measurement hierarchy of level 2 (2018: level 2), as all significant inputs required to ascertain

the fair value are observable.

The fair value of derivative instruments designated in a hedging relationship is determined using

the following valuation techniques:

• Foreign currency forward exchange contracts have been fair valued using quoted forward

exchange rates and discounted using yield curves from quoted interest rates that match the

maturity dates of the contracts.

• Foreign currency option contracts have been fair valued using observable option volatilities,

and quoted forward exchange and interest rates that match the maturity dates of the

contracts.

• Interest rate swaps are fair valued by discounting the future interest and principal cash

flows using current market interest rates that match the maturity dates of the contracts

These valuation techniques maximise the use of observable market data where it is available

and rely as little as possible on entity-specific estimates.

Refer to Note 9 for further information about land that is measured at fair value including a

summary of the valuation techniques used.

All financial assets other than derivatives are classified as loans and receivables including

short-term investments. All financial liabilities other than derivatives are classified as measured

at amortised cost. Financial liabilities measured at amortised cost are fair valued using the

contractual cash flows. The carrying value of financial assets and liabilities other than derivatives

approximates their fair value. In considering the fair value of interest bearing assets and

liabilities the estimated future interest rates approximate the discount rates used in a fair value

assessment.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

63Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

21. FINANCIAL RISK MANAGEMENT (CONTINUED)
b. Liquidity risk

Management monitors rolling forecasts of the Group’s liquidity position on the basis of expected cash flow.

The table below set out the contractual, undiscounted cash flows for non-derivative financial liabilities and derivative financial instruments.

< 1 year

NZ$M

1–2 years

NZ$M

2–3 years

NZ$M

5+ years

NZ$M

Contractual

cash flows

NZ$M

Consolidated

Balance Sheet

NZ$M

2018

Bank overdrafts 16.1 – – – 16.1 16.1

Trade and other payables 70.0 – – – 70.0 70.0

Borrowings 15.3 1.3 53.4 – 70.0 66.3

Total non-derivative financial liabilities 101.4 1.3 53.4 – 156.1 152.4

Foreign currency forward exchange contracts

– Inflow 407.5 289.0 244.3 – 940.8

– Outflow (400.6) (277.9) (230.6) – (909.1)

6.9 11.1 13.7 – 31.7 28.0

Foreign currency option contracts

– Inflow – – – – –

– Outflow – – – – –

– – – – – 12.8

Interest rate derivative instruments net inflows (outflows) (i) (0.1) – 0.3 0.1 0.3 0.9

Total derivative financial instruments 6.8 11.1 14.0 0.1 32.0 41.7

2019

Bank overdrafts 17.3 – – – 17.3 17.3

Trade and other payables 90.8 – – – 90.8 89.1

Borrowings 1.9 45.5 26.6 – 74.0 69.0

Total non-derivative financial liabilities 110.0 45.5 26.6 – 182.1 175.4

Foreign currency forward exchange contracts

– Inflow 459.5 301.1 274.9 – 1,035.5

– Outflow (447.1) (286.0) (250.0) – (983.1)

12.4 15.1 24.9 – 52.4 53.7

Foreign currency option contracts

– Inflow – – – – –

– Outflow – – – – –

– – – – – 7.7

Interest rate derivative instruments net inflows (outflows) (i) – – – – – 0.1

Total derivative financial instruments 12.4 15.1 24.9 – 52.4 61.5

(i) Interest rate swaps derivative cash flows are estimated using forward interest rates at reporting date.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

64Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

21. FINANCIAL RISK MANAGEMENT (CONTINUED)
c. Credit risk

The Group is exposed to credit risk in respect of trade receivables, financial instruments,

cash and cash equivalents and short-term investments in the normal course of business. The

maximum exposure to credit risk is represented by the carrying value of these financial assets.

Credit risk is managed on a Group basis with no significant concentration of credit risk.

The Group has policies in place to ensure that sales of products and services are made to

customers with an appropriate credit history. There are no significant trade receivable balances

relating to customers who have previously defaulted on amounts due to the Group.

Derivative counterparties, cash transactions, cash at banks, and short-term investments are

limited to high credit quality financial institutions. The Group has policies that limit the amount

of credit exposure to any one financial institution according to the credit rating of the financial

institution concerned. Over 96% of cash and short term investments (2018: 97%) is held with

counterparties with credit rating of Standard and Poors’ A- and above.

The Group’s exposure to credit risk from derivative financial instruments is limited because it

does not expect non-performance of the obligation contained therein due to the credit rating

of the financial institutions concerned. The Group does not require collateral or other security to

support derivative financial instruments.

d. Capital risk management

The main objective of capital risk management is to ensure the Group operates as a going

concern, meets debts as they fall due, maintains an appropriate capital structure, and manages

the cost of capital. Group capital comprises all components of equity. To maintain or alter

the capital structure the Group has the ability to review the size of the dividends paid to

shareholders, return capital or issue new shares, reduce or increase debt or sell assets.

There are a number of external bank covenants in place relating to debt facilities. These

covenants are calculated monthly and reported to the banks semi-annually. The principal

covenants relating to capital management are the interest cover ratio, the net tangible assets

minimum requirement and total tangible assets ratio. The consequences of a breach of these

covenants would depend on the nature of the breach, but could range from an instigation of an

event of review, to a demand for repayment. There have been no breaches of these covenants or

events of review for the current or prior period.

22. SIGNIFICANT EVENTS AFTER BALANCE DATE

Other than the dividends disclosed in Note 17, there are no significant events after balance date.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

65Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

23. OTHER ACCOUNTING POLICIES
a. Changes to accounting policies

During the period the Group adopted NZ IFRS 15 ‘Revenue from Contracts with Customers’,

effective 1 April 2018. Based on the assessment performed by the Group, the impact of the

revised standard on the Group’s revenue recognition is minimal and no transition adjustments

have been made. The majority of revenue earned by the Group is derived from the satisfaction

of a single performance obligation for each contract which is the sale of products. This revenue

has historically been recognised at the time legal title of the products passes to the customer.

It has been determined that the customer obtains control of products at the same time as legal

title passes to the customer, typically on delivery. In relation to the contract price, it has been

determined that there are no material changes under NZ IFRS 15 to the accounting for rebates,

discounts, or any other variable consideration. It has also been determined that there are no

significant financing components as part of the Groups sales arrangements. The new accounting

policy is disclosed in Note 4.

There have been no other changes in accounting policies.

b. Standards, Interpretations and Amendments to Published Standards

The following accounting standards and amendments to existing standards are not yet effective

and have not been early adopted:

NZ IFRS 16, ‘Leases’: The current accounting model for leases requires leasees to make a

distinction between a finance lease (on balance sheet) and an operating lease (off balance

sheet). NZ IFRS 16 now requires a lessee to recognise a lease liability reflecting future lease

payments and a ‘right-of-use’ asset for virtually all lease contracts. The standard will be effective

for the Group for the year ended 31 March 2020. Lease commitments as set out in Note 20

predominantly relate to leased properties outside New Zealand that are expected to be brought

onto the balance sheet.

The nature of expenses related to leases will now change because the Group will recognise a

depreciation charge for right-of-use assets and interest expense on lease liabilities. Previously,

the Group recognised an operating lease expense over the term of the lease. Based on

the information currently available, the Group estimates that it will recognise right-of-use

assets within a range of approximately $28-30 million and lease liabilities within a range of

approximately $32-$35 million on 1 April 2019.

The estimated impact was calculated using a discount rate derived from the incremental

borrowing rate for each relevant overseas territory when the interest rate implicit in the lease

was not readily available.

The Group plans to apply NZ IFRS 16 initially on 1 April 2019, using the modified retrospective

approach. Certain practical expedients are expected to be applied. The cumulative effect of

adopting NZIFRS 16 will be recognised as an adjustment to the opening balance of retained

earnings at 1 April 2019, with no restatement of comparative information. This is a non cash

adjustment and will not impact the Group's ability to comply with its debt covenants.

Impact on our earnings:

Applying the new standard will impact our operating margin and net profit. Rental and lease

expenses are effectively reclassified into a deprecation component and an interest component

to reflect the implied financing in the lease. This will result in an increase in our operating

margin, offset by an increase in the financing costs. Our estimate is an increase to operating

margin of between $1-2 million.

There are no other new standards or amendments to existing standards which have or are

expected to have a material impact on the Group.


c. Impairment of non-financial assets

Assets that have an indefinite useful life or are under development are not subject

to amortisation and are tested annually for impairment. Assets that are subject to

amortisation are reviewed for impairment whenever events or changes in circumstances

indicate that the carrying amount may not be recoverable. The recoverable amount is

the higher of an asset’s fair value less costs to sell, and value in use. For the purposes

of assessing impairment, assets are grouped at the lowest levels for which there are

separately identifiable cash flows (cash generating units).

d. Goods and Services Tax (GST)

The Income Statement has been prepared so that all components are stated exclusive

of GST. All items in the Balance Sheet are stated net of GST, with the exception of trade

receivables and payables, which include GST invoiced.

e. Cash and cash equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial

institutions, other short-term highly liquid investments with maturities of three months

or less that are readily convertible to known amounts of cash and which are subject to

an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown

within current interest-bearing liabilities on the Balance Sheet.

f. Short-term investments

Short-term investments includes all other current investments that do not meet the

definition of Cash and cash equivalents. The Group’s balance is made up of deposits with

financial institutions with maturities at the date of acquisition between 90 and 120 days.

g. Research and development

Research expenditure is expensed as incurred. Development costs that are directly

attributable to the design and testing of identifiable and unique products controlled by

the Group are recognised as intangible assets only when all the following criteria are met:

it is technically feasible to complete the product so that it will be available for use or sale;

management intends to complete the product and use or sell it; there is an ability to use

or sell the product; it can be demonstrated that the product will generate future economic

benefits; adequate technical, financial and other resources to complete the development

and to use or sell the product are available; and the expenditure attributable to the product

during its development can be reliably measured and is material. Directly attributable

costs capitalised as part of the product would include employee costs and an appropriate

portion of relevant overheads. Other development expenditures that do not meet these

criteria are recognised as an expense as incurred. Development costs previously recognised

as an expense are not recognised as an asset in a subsequent period. Development costs

recognised as an asset are amortised over their estimated useful lives.

h. Financial guarantee contracts

A financial guarantee contract is a contract that requires a company within the Group to

make specified payments to reimburse the holder for a loss it incurs because a specified

debtor fails to make payment when due. Financial guarantee contracts are initially

recognised at fair value. Financial guarantees are subsequently measured at the greater of

the initial recognition amount less amounts recognised as income or the estimated amount

expected to have to be paid to a holder for a loss incurred.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2019

66Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

INDEPENDENT AUDITOR’S REPORT
To the shareholders of Fisher & Paykel Healthcare Corporation Limited

We have audited the consolidated financial statements which comprise:

• the consolidated balance sheet as at 31 March 2019;

• the consolidated income statement for the year then ended;

• the consolidated statement of comprehensive income for the year then ended;

• the consolidated statement of changes in equity for the year then ended;

• the consolidated statement of cash flows for the year then ended; and

• the notes to the consolidated financial statements, which include significant accounting

policies.

OUR OPINION

In our opinion, the accompanying consolidated financial statements of Fisher & Paykel

Healthcare Corporation Limited (the Company), including its subsidiaries (the Group), present

fairly, in all material respects, the financial position of the Group as at 31 March 2019, its financial

performance and its cash flows for the year then ended in accordance with New Zealand

Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial

Reporting Standards (IFRS).

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (New Zealand)

(ISAs (NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those

standards are further described in the Auditor’s responsibilities for the audit of the consolidated

financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a

basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1

(Revised) Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing

and Assurance Standards Board and the International Ethics Standards Board for Accountants’

Code of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of treasury risk management

advice, remuneration benchmarking, tax compliance, scrutineering the counting of votes at the

Annual Shareholders’ Meeting and other assurance services in relation to constant currency

disclosures and the assessment of eligible expenditure for the purposes of the research

& development growth grant. The provision of these other services has not impaired our

independence as auditor of the Group.

OUR AUDIT APPROACH

Overview

Materiality

Audit scope

Key audit

matters

An audit is designed to obtain reasonable assurance whether the

financial statements are free from material misstatement.

Overall Group materiality: $14.5 million, which represents approximately

5% of profit before tax.

We chose profit before tax as the benchmark because, in our view, it

is the benchmark against which the performance of the Group is most

commonly measured by users, and is a generally accepted benchmark.

We have determined that there is one key audit matter being revenue

recognition.

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for

materiality, including the overall Group materiality for the consolidated financial statements as a

whole as set out above. These, together with qualitative considerations, helped us to determine

the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate

the effect of misstatements, both individually and in aggregate on the consolidated financial

statements as a whole.

Audit scope

We designed our audit by assessing the risks of material misstatement in the consolidated

financial statements and our application of materiality. As in all of our audits, we also

addressed the risk of management override of internal controls including among other matters,

consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an

opinion on the consolidated financial statements as a whole, taking into account the structure of

the Group, the accounting processes and controls, and the industry in which the Group operates.

Our Group audit scope focused on the major operating subsidiaries which were selected based

on their contribution to the Group’s revenue or profit before tax. In aggregate, the subsidiaries

selected for full scope audit procedures contributed 88% of the Group’s revenue and 87% of the

Group’s profit before tax. We performed analytical procedures over the other subsidiaries.

Audits of each subsidiary are performed at a materiality level calculated by reference to a

proportion of Group materiality appropriate to the relative scale of the business concerned.

67Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current year. The key audit matter below

was addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.

Key audit matterHow our audit addressed the key audit matter

Revenue recognition

The Group’s revenue primarily consists of the sale of products which totalled $1,070.4

million in the year ended 31 March 2019 as outlined in Note 4.

As described in Note 23, the Group adopted NZ IFRS 15 Revenue from Contracts with

Customers for the year ended 31 March 2019 and management has assessed the impact of

adoption on the Group’s recognition of revenue.

In determining the correct recognition of revenue, management has considered the

following factors:

• the Group’s products are sold to customers in multiple territories with varying sales

contract terms and conditions;

• in certain markets sales are made to distributors and include rebate arrangements; and

• there is potential for manual intervention in the timing of revenue recognition because

of the time between despatch of products and the transfer of control to customers.

Management has concluded that:

• revenue is primarily derived from the satisfaction of a single performance obligation for

each contract which is the sale of products;

• control of product transfers to the customer/distributor at the same time as legal title

passes; and

• the adoption of NZ IFRS 15 did not result in any transition adjustments.

We have given significant audit focus and attention to the recognition of revenue in light of

the factors referred to above and the adoption of NZ IFRS 15.

We obtained management’s assessment of the impact of adopting NZ IFRS 15 for each territory.

On a sample basis:

• we examined contracts with customers to validate that management’s conclusion in

relation to transfer of control was appropriate; and

• validated that the rebate, payment and pricing arrangements supported the recognition of

a sale on transfer of control to the distributor.

We completed detailed audit procedures over revenue including:

• evaluating and testing key controls in place over the recording of revenue;

• utilising data assurance techniques to match cash received during the year and amounts

receivable at balance date to invoices issued to customers and obtaining supporting

evidence for any significant transactions that were not matched to cash or receivables;

• for a sample of transactions within accounts receivable at balance date we obtained either

a confirmation of the amount owing from the customer, or evidence that the amount owing

was received by the Group subsequent to year end; and

• defining the time period, both before and after 31 March 2019, where there was a

heightened risk of error in relation to the timing of recognition of sales transactions. This

involved determining the potential time difference between when revenue is recognised

in the accounting system and when legal title passes. For a sample of transactions

recognised within the defined time period we confirmed that the date on which revenue

was recognised by management was appropriate by examining the associated invoice, the

terms of the sales contract, and the relevant delivery documentation.

No exceptions were identified from our procedures.

INDEPENDENT AUDITOR’S REPORT

68Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT
The Directors are responsible for the annual report. Our opinion on the consolidated financial

statements does not cover the other information included in the annual report and we do not

express any form of assurance conclusion on the other information.

In connection with our audit of the consolidated financial statements, our responsibility is to

read the other information and, in doing so, consider whether the other information is materially

inconsistent with the consolidated financial statements or our knowledge obtained in the audit,

or otherwise appears to be materially misstated. If, based on the work we have performed on

the other information that we obtained prior to the date of this auditor’s report, we conclude

that there is a material misstatement of this other information, we are required to report that

fact. We have nothing to report in this regard.

RESPONSIBILITIES OF THE DIRECTORS FOR THE CONSOLIDATED FINANCIAL

STATEMENTS

The Directors are responsible, on behalf of the Company, for the preparation and fair

presentation of the consolidated financial statements in accordance with NZ IFRS and IFRS,

and for such internal control as the Directors determine is necessary to enable the preparation

of consolidated financial statements that are free from material misstatement, whether due to

fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing

the Group’s ability to continue as a going concern, disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless the Directors either

intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED

FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error,

and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level

of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ)

and ISAs will always detect a material misstatement when it exists. Misstatements can arise

from fraud or error and are considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of our responsibilities for the audit of the financial statements is located at

the External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/

audit-report-1/

This description forms part of our auditor’s report.

WHO WE REPORT TO

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which we are required to state to them in

an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do

not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Keren

Blakey.

For and on behalf of:

Chartered Accountants

24 May 2019 Auckland

INDEPENDENT AUDITOR’S REPORT

69Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019


Social

Responsibility

& Governance

Contents

PEOPLE71

REMUNERATION76

COMMUNITY AND ENVIRONMENT80

GOVERNANCE84

RISK MANAGEMENT93

SHAREHOLDER & COMPANY INFORMATION95

70Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

PeoPLe
PEOPLE

Culture, purpose and values

Our business’ purpose is to improve care and outcomes for patients, clinicians and communities

around the world. This is a purpose that is about people. If we are to truly deliver on this, we

know we need the best people and the best environment in which the best ideas can grow.

We recognise that our ongoing success is a direct result of the skills and expertise of our people.

We value self-motivation, the drive to make a real contribution, continuous improvement and

innovative thinking. We have more than 4,500 people working in, or supporting, over 120

countries around the globe.

The tables below outline our total numbers of people by headcount.

20182019

RegionPermanentTemporaryPermanentTemporary

NZ2,1521512,226218

Mexico998101,12666

Rest of World907109536

Total4,0571714,305290

Of all permanent employees globally, 19% were covered by collective bargaining agreements

compared to 21% in 2018.

20182019

GenderPermanentTemporaryPermanentTemporary

Women1,9111222,089199

Men2,146482,21691

Total4,057171

1

4,305290

1

One employee with gender undisclosed

20182019

GenderFull-timePart-timeFull-timePart-time

Women1,895322,08329

Men2,146112,24520

Total

2

4,041434,32849

2

New Zealand temporary employees (casual, fixed term, temporary, temporary part-time and contract temporary) are

not included in these numbers due to the changing nature of their hours.

Diversity & Inclusion Policy

One of our core beliefs is that the commitment to doing the right thing is what our customers

will find compelling. This extends to doing the right thing by our own people.

This commitment involves:

1. Empowering employees to reach their potential

We believe our people are our strength, and are committed to providing equal

employment opportunities for our people, and an environment where everyone has the

opportunity to reach their full potential.

2. Creating an inclusive culture

We are global in people, in thinking and in behaviour, and we believe that an inclusive

culture is essential for diversity to thrive. We are committed to fostering an inclusive

workplace where our employees feel they are treated fairly and their contributions are

respected and valued.

3. Measuring and reporting on our objectives and progress

We relentlessly strive to provide a high quality of life for our employees and believe

that “what gets measured gets improved”. We will use both quantitative and qualitative

measures to review our diversity and inclusion performance and, as with all areas of our

business, have a focus on continuous improvement.

A copy of the company’s Diversity and Inclusion Policy is available on the company’s website.

71Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Caring for our people
We offer our people the opportunity to work for a world class, successful company where

each person is valued and respected. We fully support the principles in the United Nation’s

Declaration on Human Rights and the International Labour Organisation Declaration on

Fundamental Principles and Rights at Work, including non-discrimination, freedom of

association and collective bargaining, and freedom from forced and child labour. We seek to

uphold human rights in all business activities.

We pay our employees fairly based on performance and the complexity and size of the

individual role. The table below outlines the gender pay ratio calculated within salary bands and

functions using the average pay ratio between females and males.

20182019

New Zealand

(Salaried and Waged)99.3%99.4%

Outside of New Zealand

(Salaried only)97.6%98.0%

Total98.7%98.9%

The annual salary review procedure was updated this year to improve consistency across teams

by requiring managers to report the employee’s performance rating as part of the review. This

assisted with calibration and contributed to the increase in the gender pay ratio observed this

year.

We recognise that the results we achieve are built on the hard work and dedication of our team

of more than 4,500 employees across the world. In recognition of this contribution, and as has

been our longstanding practice, we pay our employees a profit-sharing bonus. In FY19, this

represented approximately 2.4% of annual base pay for each employee, and a total profit-share

of $5.7 million.

As part of our 2019 diversity objectives, we commenced the evaluation of job roles in

Mexico using Hay Evaluation Methodology. This evaluation will be completed this year, and

will allow us to more accurately analyse the gender pay ratio in Mexico in like-for-like roles.

20182019

WomenMenWomen %Men %WomenMenWomen %Men %

Board2625%75%2625%75%

Senior executives

1

1811%89%2820%80%

All employees

2

1,9102,13847%53%2,0892,21649%51%

1

“Senior executive”, as it is used in the table above, refers to the Chief Executive Officer and senior executives reporting

directly to the Chief Executive Officer.

2

Temporary staff are not included in the above numbers.


PeoPLe CONTINUED

72Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

The table below reports the age ranges of our people across Board and employee categories.
Under 30

years old

30 – 50

years old

Over 50

years old

% Under 30

years old

% 30 – 50

years old

% Over 50

years old

Board––8–%–%100%

Senior executives

1

–82–%80%20%

All employees

2

1,1342,46071126%57%17%

1

“Senior executive”, as it is used in the table above, refers to the Chief Executive Officer

and senior executives reporting directly to the Chief Executive Officer.

2

Temporary staff are not included in the above numbers.

Note: This is the first year that the age across employee categories is reported.

Therefore, no comparison is provided to 2018.

Creating an inclusive culture

We strive to create an environment in which our people feel a sense of belonging, and no one is

excluded in their day-to-day interactions. This year, we sought to get a deeper understanding of

our employees’ perceptions of our culture.

Employee Perceptions on Inclusion

We performed a detailed analysis into the comments indicating our people’s perceptions on

inclusivity from our employee engagement survey, MySay. The results of the analysis indicated:

• Our workplace is generally perceived as inclusive, with a lack of discrimination experienced

by our people;

• Celebrations for cultural and religious events are perceived as demonstrations of workplace

inclusivity; and

• Diversity in our workforce is perceived as representative of the inclusiveness of our

recruitment processes.

However, the analysis also revealed some areas that are the expected byproducts of the diverse

workforce that we have. The results indicated that the perceived lack of workplace flexibility, use

of languages other than English, and the perception that ideas are not valued equally were seen

as barriers to inclusion. We have commenced a formal root cause analysis process in order to

identify appropriate actions for these findings.

Flexible Working Policy and Procedure

We understand that life can be busy, and commitments our people have outside of work can

vary and change unexpectedly. Having a flexible working culture is becoming increasingly

important to help attract the right people and ensure our people can contribute effectively over

the long term. Our flexible working policy and procedure were updated this year to meet these

changing needs.

Attracting great talent

We work closely with universities, schools and community groups to attract the best graduates

for our teams. Fisher & Paykel Healthcare has partnered with the Faculty of Engineering at

the University of Auckland to help achieve their strategy of increasing the number of women

studying engineering from 27% to 33% by 2020.

Our graduates participate in a 12-month programme that incorporates business awareness,

mentorship, feedback sessions, internal and external training and team building events. For roles

requiring more experience or specialised skills, we search across the global employment market

through targeted recruitment campaigns. We take a proactive approach to finding people

whose values match with ours.

As part of our 2019 diversity objectives, the vacancies filled by internal applicants and

other applicant tracking metrics in New Zealand were monitored. Across the year, we

observed a 32% increase in the number of vacancies filled internally compared to the

previous year. This was the result of intentional effort to ensure that we were developing

our current talent for progression where appropriate. We also continued to observe a

consistently higher female conversion rate of applicants into new hires throughout the

year. This improvement was the result of changes in recruitment practices to mitigate

unconscious bias, including the introduction of video interviewing into our graduate

recruitment process.

We will continue to track these metrics in order to improve our recruitment efforts.

PeoPLe CONTINUED

73Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

The tables below outline the total number and rate of our new employee hires. Hire rate
is calculated as the number of new hires in each category divided by the total number of

employees in that category as at 31 March.

20182019

RegionNew employeesHire rateNew employeesHire rate

New Zealand26312%25711%

Mexico41341%38234%

Rest of World18120%18619%

Total85721%82519%

20182019

GenderNew employeesHire rateNew employeesHire rate

Women46924%44321%

Men38818%38217%

Total85721%82519%

20182019

Age groupNew employeesHire rateNew employeesHire rate

Under 30 years old43243%46140%

30 – 50 years old39016%34814%

Over 50 years old355%162%

Total85721%82519%

Growing our talent

We aim to develop our people through work experience combined with coaching and learning.

Our learning and development function runs development programmes for our people,

supported where necessary by third party providers. Our programmes are designed for people

at all levels within the organisation, including leadership training for those in management

positions.

In New Zealand, we host a five day literacy and numeracy programme that aims to increase

the capability and confidence of our manufacturing employees in communication, team work,

continuous improvement and health and safety. Tailored for the specific needs of our employees

and aligned with our company values, the programme has been running for three years and over

200 people have participated.

The figures below illustrate the average hours of training that employees in New Zealand have

undertaken during the reporting period. There was an overall reduction in formal training in 2019

compared to previous years due to a move towards increased experiential and informal learning.

0

5

10

15

20

25

Senior ExecutivesEmployees

0

5

10

15

20

25

MenWomen

2018

2019

2018

2019

Our support processes for succession planning involves identifying experiences that employees

require to develop the knowledge and skills for progression. This allows us to be deliberate

in providing opportunities for our people through initiatives such as secondments, project

assignments, job enrichment and enlargement.

As part of our 2019 diversity objectives, the gender promotion metric in New Zealand

was monitored and reported quarterly. Across the year, we continued to see an equivalent

overall promotion rate by gender in our salaried employees.

We also monitored the promotion rates across different job levels and observed that

promotions for male employees were in higher job levels compared to promotions for

female employees. To rectify this, we have initiated a pilot into the use of calibration

criteria during the promotions process for some roles across the business with the aim of

improving standardisation of our promotions criteria and reducing unconscious bias. The

impact of this change will be monitored for effectiveness.

PeoPLe CONTINUED

74Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Retaining our talent
We believe that maintaining a culture where teamwork, flexibility and diversity are valued will

create an environment that will retain our people. We understand that people’s needs and

goals can be different, and we segment our employees and individualise retention interventions

specific to their needs and in line with our culture.

As part of our 2019 diversity objectives, the global labour turnover was monitored and

reported quarterly. We saw a reduction in employee turnover across our global workforce,

contributed to by the significant reduction in turnover in Mexico. The female turnover rate

reduced significantly, and reversed the trend seen in previous years, to be lower than the

male turnover rate.

20182019

Region

Number of

LeaversTurnover rate

Number of

LeaversTurnover rate

New Zealand1949%1979%

Mexico35936%24322%

Rest of World11813%13915%

Total67116%57913%

20182019

Gender

Number of

LeaversTurnover rate

Number of

LeaversTurnover rate

Women36018%27513%

Men31114%30414%

Total67116%57913%

20182019

Age group

Number of

LeaversTurnover rate

Number of

LeaversTurnover rate

Under 30 years old33833%22520%

30 – 50 years old30713%30412%

Over 50 years old264%507%

Total67116%57913%

objectives for Diversity & Inclusion

The People and Remuneration Committee is responsible for overseeing the company’s Diversity

& Inclusion Policy. Each year, the People and Remuneration Committee review and report to the

Board on the company’s Diversity Policy, its diversity objectives and the company’s achievement

against its diversity objectives, including the representation of women at all levels of the

organisation.

The company has appointed the Chief Executive Officer and Vice President – Human Resources

as the company’s Diversity Managers.

In order to continue to advance our progress with improving diversity and inclusion in the

company, the following objectives are set for the 2020 financial year.


OBJECTIVES FOR THE 2020 FINANCIAL YEAR:

• Perform an ethnicity diagnostic of our operations in New Zealand.

• Monitor the impact and effectiveness of the updated Flexible Working Policy.

• Implement actions to address the findings related to inclusiveness

from the MySay engagement survey.

• Establish a Diversity and Inclusion Committee.

PeoPLe CONTINUED

75Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

ReMUNeRATIoN
Remuneration

$

Number of

employees

100,000 – 110,000155

110,001 – 120,000119

120,001 – 130,000105

130,001 – 140,00099

140,001 – 150,00074

150,001 – 160,00049

160,001 – 170,00048

170,001 – 180,00043

180,001 – 190,00035

190,001 – 200,00023

200,001 – 210,00012

REMUNERATION

We are focused on attracting, motivating and retaining high quality employees who will enable

us to achieve our short and long-term strategic objectives. We operate in international markets

where substantial competition exists for skilled employees. Our ability to attract, motivate and

retain capable people depends in large part upon the remuneration packages we offer.

This section describes how we remunerate our employees, Executive Management and

non-executive directors.

employee Remuneration

Our salaried employee remuneration programme consists of a base salary, a component

providing the potential for an annual bonus based on relevant company performance and, in

certain countries, superannuation, insurance and the opportunity to purchase shares and/or

receive share options.

Salaried employees receive base remuneration packages that are generally benchmarked

against similar positions in companies of comparable size and complexity. The People and

Remuneration Committee uses industry remuneration surveys, conducted by outside consultants

in determining remuneration levels. Remuneration is generally reviewed annually with the

amount of any increases determined by factors such as company performance, general

economic conditions, marketplace remuneration trends and individual performance.

The table below describes the remuneration (inclusive of the value of other benefits) received by

employees or former employees in 2019 totalling NZ$100,000 or more, presented in bands. We

operate in a number of countries where remuneration market levels differ widely. The offshore

remuneration amounts are converted into New Zealand dollars.

executive Management remuneration

The People and Remuneration Committee is responsible for reviewing the remuneration of

Executive Management in consultation with the CEO.

The remuneration packages of the majority of Executive Management consist of a combination

of a fixed remuneration package, an annual variable remuneration (AVR) component, a long

term variable remuneration (LTVR) component, and the company-wide profit sharing bonus, as

described further below.

The total remuneration earned by, or paid to, Executive Management is set out in note 18 of the

financial statements.

Fixed remuneration

All members of Executive Management receive a fixed remuneration component that is based

on the scale and complexity of the role, market relativities, qualifications and experience, and

performance. This also includes any KiwiSaver or other superannuation contribution. Other

benefits, including life insurance, are also available to eligible Executive Management and are

included in fixed remuneration.

Remuneration

$

Number of

employees

210,001 – 220,00012

220,001 – 230,00016

230,001 – 240,00011

240,001 – 250,00010

250,001 – 260,00011

260,001 – 270,0004

270,001 – 280,0005

280,001 – 290,0004

290,001 – 300,0003

300,001 – 310,0002

310,001 – 320,0004

Remuneration

$

Number of

employees

320,001 – 330,0001

340,001 – 350,0003

350,001 – 360,0001

360,001 – 370,0005

370,001 – 380,0002

380,001 – 390,0001

390,001 – 400,0001

400,001 – 410,0002

410,001 – 420,0001

450,001 – 460,0001

Remuneration

$

Number of

employees

470,001 – 480,0001

490,001 – 500,0001

560,001 – 570,0001

590,001 – 600,0001

620,001 – 630,0001

700,001 – 710,0001

770,001 – 780,0001

920,001 – 930,0001

1,250,001 – 1,260,0001

1,270,001 – 1,280,0001

76Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Variable remuneration
The majority of Executive Management receive variable remuneration linked to performance

each financial year.

PlanMeasures

Annual Variable

Remuneration

(AVR)

The AVR component is designed to remunerate Executive Management relative

to the company’s annual financial performance and non-financial objectives.

Meeting both the financial and non-financial targets results in a payment of

100% of the AVR amount. The AVR payment amount is adjusted pro-rata, with

each 1% above or below financial targets resulting in a 2% increase or decrease

in payment. The maximum payment is 132% of the AVR amount at 20% over

achievement. Should the financial measures in aggregate be underachieved by

more than 10%, no AVR is payable.

The relative weighting of AVR measures and the target achieved in 2019 is set

out below.

MeasuresWeighting

% of Target

Achieved

Constant currency operating profit45%102.9%

Constant currency revenue25%99.2%

Constant currency pre-tax operating cash flow10%102.2%

Non-financial measures20%Variable

Long Term

Variable

Remuneration

(LTVR)

LTVR components are designed to align Executive Management with

shareholder interests over the longer term, and provide a longer term

employee retention benefit.

The LTVR plans available to Executive Management are described below.

Further information on these and other LTVR plans can be found in the

“Long Term Variable Remuneration” section of our website.

Share Option Plan – Options vest at any time between the third anniversary

and the fifth anniversary of the grant date as long as the share price on the

NZX has exceeded the escalated price. The escalated price is determined by a

representative amount representing the company’s cost of capital.

Performance Share Rights Plan – PSRs become exercisable if the company’s

gross total shareholder return (TSR) exceeds the performance of the Dow

Jones US Select Medical Equipment Total Return Index (DJSMDQT) over the

same period.

Employee Share Purchase Plan – Executive Management can choose to

participate in this Plan up to the value of $2,340. Shares are issued at

a discount of 20% of market price, on terms permitted by the plans in

accordance with sections DC13 and 14 of the New Zealand Income Tax Act

2007, with no interest being charged on the loans. The qualifying period

between grant and vesting date is 3 years.

For employee share purchase plans or equity-based remuneration schemes operating with

respect to company securities, no director or employee is permitted to enter into financial

products or arrangements which operate to limit the economic risk of their vested or unvested

entitlements.

Profit-sharing bonus

As outlined in the ‘People’ section all our employees, including Executive Management, who

have worked with us for more than 6 months are eligible to receive a profit-sharing bonus twice

per year.

5-year summary of TSR performance

The chart below shows our TSR compared with the performance of DJSMDQT over the previous

five years. For the past four years, our TSR performance has exceeded that of the DJSMDQT, and

PSRs issued to Executive Management in these years have 100% vested.

100

150

200

250

300

Mar 15Mar 16Mar 17Mar 18

Fisher & Paykel Healthcare

Mar 19

S&P/NZX 50 Index

Dow Jones U.S. Select

Medical Equipment Index

To enable better comparability of the relative shareholder return performance, the Dow Jones U.S. Select Medical

Equipment Index closing prices have been converted to NZD at the daily closing rate quoted by the Reserve Bank of

New Zealand.

ReMUNeRATIoN CONTINUED

77Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Ceo Remuneration
The CEO remuneration structure is consistent with the Executive Management remuneration structure described previously. The 2019 remuneration target and maximum remuneration mix

is set out below.

MaximumTargetFixed

$0

$3,000,000

$2,500,000

$2,000,000

$1,500,000

$1,000,000

$500,000

LTVR

AVR

FIXED REMUNERATION

100%50%

25%

25%

46%

30%

24%


Salary

$

Employer

superannuation

contribution

$

Fixed

remuneration

subtotal

$

AV R

1

$

LTVR

awarded

2

$

Subtotal

$

Total remuneration

(single figure)

$

% AVR

against maximum

$

20191,231,95385,8671,317,820690,356669,9161,360,2722,678,09278%

2018992,63974,6901,067,329629,253616,3271,245,5802,312,90980%

1

The 2019 AVR above was earned in the 31 March 2019 financial year, but will be paid in the 2020 financial year. The 2018 AVR was earned in the 31 March 2018 financial year but was paid in the 2019 financial year. AVR value includes the

company-wide profit-sharing bonus.

2

LTVR includes Options and PSRs awarded during the financial year. In 2019, Lewis Gradon was granted 32,466 PSRs and 100,313 share options. In 2018 Lewis Gradon was granted 40,598 PSRs and 111,364 share options. Share Option and PSR

plans granted in the 2018 and 2019 financial years will vest, if the performance criteria is met, in the 2021 and 2022 financial years respectively. Details of the plans and valuation methodology is set out in Note 18 to the financial statements.

AVR achieved in 2019

The AVR financial targets achieved are set out in the Executive Management section on the previous page. During 2019 the CEO achieved 100% of his non-financial measures. The AVR earned in

2019 is 49% of fixed remuneration.

LTVR vested in 2019

The following long term incentives vested in 2019. These awards were granted to Lewis in his previous capacity as Senior VP, Products and Technology:

Grant yearSecuritiesPerformance periodPerformance measureVesting outcome

Shares

vested

Value on vesting

$

Financial year 2016

PSRSeptember 2015 to September 2018Absolute TSR100% vested26,000 384,800

1

Share OptionsSeptember 2015 to September 2018Cost of capital escalated share price100% vested73,000552,610

2

1

Represents the NZX closing price of FPH Ordinary Shares on the vesting date multiplied by the number of PSRs vested

2

Represents the difference between the exercise price and the NZX closing price of FPH ordinary shares on the vesting date, multiplied by the number of Share Options vested

ReMUNeRATIoN CONTINUED

78Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Non-executive directors’ remuneration
Remuneration strategy

The People and Remuneration Committee is responsible for establishing and monitoring

remuneration policies and guidelines for directors which enable us to attract and retain

directors who contribute to the successful governing of the business and create value for

shareholders. We also take advice from independent consultants and take into account

fees paid to directors of comparable companies in New Zealand and Australia as part of

our assessment of the appropriate level of remuneration of directors. A summary of our

independent consultants’ remuneration report is available on our website.

The maximum total monetary sum payable by the company by way of directors’ fees is

$1,050,000 per annum as approved by shareholders at the 2017 Annual Shareholders'

Meeting. Executive directors are not entitled to receive any remuneration solely in their

capacity as directors of the Company.

Non-executive directors do not take a portion of their remuneration under an equity

security plan but directors may hold shares in the company, details of which are set out on

page 89 of this report. It is our policy to encourage directors to acquire shares on-market.

No non-executive director is entitled to receive a retirement payment.

Remuneration

The total directors’ fees received by non-executive directors in 2019, including a breakdown of

Board fees and Committee fees, is set out below. The fees payable are determined based on the

time commitment and responsibilities of each role.

Director

Board Fees

$

Audit & Risk

Committee

$

People and

Remuneration

Committee

$

Quality,

Safety and

Regulatory

Committee

$

Travel

allowance

1

$

Total

remuneration

$

Tony Carter

2

224,700 224,700

Michael Daniell 98,850 16,850 115,700

Pip Greenwood 98,850 22,450* 121,300

Geraldine

McBride

98,850 98,850

Neville Mitchell

3

38,054 6,487 8,161 52,702

Arthur Morris

4

39,062 8,871* 47,933

Donal O’Dwyer

5

98,850 16,850 20,257* 21,200 157,157

Scott St John 98,850 28,100* 16,850 143,800

Total 796,065 44,950 56,150 35,615 29,361 962,141

*

Designates Chair of Committee

1

Directors based in Australia are paid a travel allowance of $21,200 per year to attend Board meetings in New Zealand.

2

Tony Carter is the Board Chair. No additional fees are paid to the Board Chair for Committee roles.

3

Neville Mitchell’s remuneration is set in NZD but paid in AUD at the prevailing exchange rate at the date of payment.

Neville Mitchell joined the Board (and the QSR Committee) in November 2018.

4

Arthur Morris retired from the Board (and as Chair of the QSR Committee) in August 2018.

5

Donal O’Dwyer’s remuneration is set in NZD but paid in AUD at the prevailing exchange rate at the date of payment.

Donal O’Dwyer became the Chair of the QSR Committee in August 2018 when Arthur Morris retired.

ReMUNeRATIoN CONTINUED

79Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

CoMMUNITy ANd eNvIRoNMeNT
COMMUNITY AND ENVIRONMENT

We see looking after our wider community and the environment as inextricably linked to the

way we do business. We know that strong financial performance cannot be achieved without it.

And being financially successful means we can continue to be a major contributor to medical

care, to our communities and economies through areas such as tax and employment.

Community

We seek to build and nurture strong, lasting partnerships with local communities and

organisations relevant to our company and people. Through a combination of financial and

in-kind support, we have implemented and sponsored various community development

programmes, particularly in the areas of healthcare, science and technology. As we continue to

grow, our capacity to expand and enhance these important programmes will also increase.

We have established a corporate social responsibility (CSR) group in New Zealand, which

promotes and assists in the coordination of CSR initiatives across the company. This group’s

purpose is to “build brighter and healthier communities through care and collaboration” and

looks for opportunities to create common shared value in the areas of improving access to

healthcare and the promotion of career pathways in Science, Technology, Engineering and

Mathematics (STEM).

Improving access to healthcare

Middlemore myAirvo Project

In partnership with our local hospital, Middlemore Hospital, we identified that there are a

large number of people in our shared South Auckland community that suffer from COPD and

are unable to afford ongoing treatment in the home. As a result, these people are frequently

readmitted to hospital.

In a pilot project, Fisher & Paykel Healthcare donated 12 myAirvo devices and the required

consumables for the life of each patient who is provided one of the myAirvo devices by

Middlemore Hospital. In 2018, new research was published in the International Journal of COPD

which demonstrated significant benefits of nasal high flow therapy for COPD patients using our

myAirvo device.

The trial showed statistically significant results, with the primary outcome being a significant

reduction in patients’ exacerbation rate, or worsening of their condition for those being treated

with nasal high flow therapy. The study also showed for those patients using the myAirvo, that

all cause hospitalisation rates decreased over the course of the year, for those who followed the

protocol.

Access to healthcare in the Pacific Islands

We partner with Take my Hands which is a social enterprise that collects usable medical

equipment and resources that are no longer being used in New Zealand and redistributes them

to organisations that work with those in need in the Pacific region. In particular, we provided

engineering and research support in conducting a needs assessment for low resource healthcare

settings in the Pacific Islands. Together with the University of Canterbury and Take my Hands,

the partnership now aims to build biomedical technician capacity in the Pacific region.

Cure Kids Partnership

We partner with Cure Kids, New Zealand’s largest funder of child health research, on two

separate initiatives. The first is a project in Fiji where Cure Kids are piloting ways of improving

the availability, affordability and clinical access of oxygen to save lives. Severe pneumonia in

children and serious newborn illnesses, for which oxygen is a life-saving treatment, are leading

causes of death in Fiji. For pneumonia, treating children with oxygen reduces death by 35%, yet

many health facilities in Fiji don’t have a reliable supply. The team are replacing oxygen cylinders

in health centres – which are expensive, logistically difficult, and often result in unreliable oxygen

supplies – with bedside oxygen concentrators, which produce oxygen from the ambient air. For

health centres with unreliable power supplies, a custom-designed solar power system is installed

to ensure that a 24/7 supply of oxygen is available for patients when needed. The programme

trains health workers and biomedical engineering staff to ensure that the new solution translates

into improved outcomes for patients.

The second initiative is a significant project that we hope will result in material improvements in

the health and outcomes for children with respiratory illness in New Zealand. We look forward to

sharing more details about this initiative with you in next year’s report.

80Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Clinical and research support
We provide financial sponsorship of the Auckland-based Middlemore Hospital, Auckland City

Hospital, and the Intensive Care Foundation in Australia.

Clinical studies are an important element in building confidence in the efficacy of our products,

particularly in new clinical settings. We contribute product and funding to clinical research

globally that validates improvements in patient care and outcomes. We work closely with

clinicians and healthcare organisations to support these studies and identify ways in which our

products can help them provide better healthcare solutions. As at 31 March 2019, the company

was involved as official sponsors of 25 clinical trials globally. The company also provides product

or funding support for a large number of other clinical trials that are conducted each year.

The company has recently partnered with the American Thoracic Society Foundation to make

a US$100,000 research grant to advance research in respiratory support with nasal high flow

in patients with COPD. The ATS Foundation/Fisher & Paykel Healthcare Research Award in

Respiratory Support with nasal high flow was this year awarded to Spryidon Fortis, MD of the

University of Iowa.

STEM education and sponsorship

We run a comprehensive programme of educational events, where we visit local schools

and universities to discuss career pathways in STEM. We also sponsor a range of events and

organisations in the science and engineering fields. These have included the New Zealand

Robotics Charitable Trust (Kiwibots), ‘the Wonder Project’, where we provide ambassadors

to visit local schools to talk about STEM careers, and ‘South Sci’, mentoring of students

undertaking scientific projects in local schools, as explained further below.

As previously noted, Fisher & Paykel Healthcare has partnered with the Faculty of Engineering

at the University of Auckland to help achieve their goal of 33% women in their first-year student

cohort by 2020.

South Sci

‘South Sci’ is a participatory science platform aimed at engaging youth with science and

building relationships between local businesses, researchers, schools and youth.

It is co-hosted by COMET Auckland and the STEM Alliance Aotearoa, and funded by

the New Zealand Government’s Ministry of Business, Innovation and Employment. The

programme encourages community groups to put forward science topics of interest to

them, and if accepted, provides funding and support to enable investigation of the project.

We have a number of scientists and engineers involved in the programme who have

assisted with assessments of the community applications and providing advice on how

project plans could be developed and budgeted.

One of the projects we are currently supporting is at Beachlands School who are

researching the sleep habits of primary school kids and how to be activists for healthier

sleep in their community.

It is hoped that our involvement in the programme will encourage local youth to engage

with science and consider careers in science and engineering related fields.

Sustainable Tax Strategy

We understand that collecting and paying tax is an important contribution to the economies,

societies and communities in which we operate. In support of our overall business strategy

and objectives, we pursue a tax strategy that is principled, transparent and sustainable in

the long term. Our Group’s tax contribution includes the payment of corporate income taxes,

employment related taxes and other taxes that we pay or collect on behalf of governments.

We support the OECD Business and Industry Advisory Committee (BIAC) Statement of Tax

Principles for International Business and have endorsed these principles in our published Group

Tax Strategy which was reviewed and approved by our Board in November 2018.

Our tax strategy sets out our approach to tax governance and tax management aligned to our

conservative appetite for tax risk with the key purposes to ensure that we comply with all of

our tax obligations, undertake all transactions with a business purpose considering all of our

stakeholders and have an open and transparent relationship with tax authorities.

Our business model is centred in New Zealand and the functions, assets and risks of

implementing our strategy mean that the majority of our taxes are paid in New Zealand. Most of

our manufacturing activities and tangible assets are located in Auckland, and substantially all of

our R&D is performed, and the associated intellectual property owned, in New Zealand.

CoMMUNITy AND eNvIRoNMeNT CONTINUED

81Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

environment
We are committed to protecting the environment by maximising the efficient use of resources

and minimising waste, to contribute to a sustainable society. Our commitment to the

environment can be seen across our business, from the way our people work, to how we interact

with distributors and suppliers.

Environmental management systems

Our global teams have continued to perform strongly in external ISO14001 Environmental

Management System audits, which confirm the day to day management of environmental risks

and opportunities across our manufacturing sites in New Zealand and Mexico. We are audited

annually against that standard and certified tri-annually by the Swiss-based European notified

body, Société Générale de Surveillance.

Continuous improvement initiatives that form part of the environmental management

system, included the installation of onsite electric vehicle chargers to facilitate the

reduction in vehicle emissions related to our people commuting to work. We partnered

with the Energy Efficiency & Conservation Authority and were awarded 50% funding

towards this sustainability initiative, which will result in more than 45 EV chargers being

available for employees and visitors at our Auckland campus.

Eco-efficiency programme

As part of our eco-efficiency strategy, we have established collaborative teams working on a

range of topics which include sustainable packaging, bioplastics and 3D printing recycling. Our

teams also use environmental lifecycle assessment software, which will be an important tool to

assist with ongoing continuous improvement.

Global recycling capacity constraints, led by the change in recycling policies by the China

“National Sword” policy continue to impact recycling performance, with 69% of our New

Zealand waste stream recycled. This was a reduction from 74% during the prior year. Our

teams continue to seek recycling solutions for the materials we use, and have been active in

developing innovative recycling solutions with international recycling leaders.

Carbon & energy programme

We meet the requirements of CEMARS (Certified Emissions Measurement and Reduction

Scheme) certification having measured greenhouse gas emissions in accordance with ISO

14064-1:2006 and are committed to managing and reducing our impact in respect of the

operational emissions of the organisation. Our teams have a strong focus on energy savings,

which is the most efficient way to reduce emissions. Over the last five years, more than 3 GWh

of electricity have been saved through a range of initiatives including LED light replacement,

solar array installation (110kw) and optimisation of onsite systems.

Carbon emission intensity for our global operations (tCO

2

e/NZ$M), reduced from 48.2 to 37.2

during FY18. CEMARS results for this year will be available during July 2019, and can be found

on the sustainability section of our website. Further information on the CEMARS programme can

be found on the CEMARS website www.enviro-mark.com.

Carbon Emission Intensity


tCO

2

e/NZ$M

Freight

Electricity

Air Travel

Total

201620172018

31.24

8.82

6.33

17.35

8.94

6.46

70

60

50

40

30

20

10

0

38.76

9.71

5.86

CoMMUNITy AND eNvIRoNMeNT CONTINUED

82Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Sustainability disclosure
We participate annually in a suite of sustainability disclosure programmes. During the last

year, CDP (previously known as the Carbon Disclosure Project) announced that we scored a

‘B’ in their Climate Change disclosure initiative for 2018, which was the equal best score of

all New Zealand based organisations. 2019 results will be made available later in 2019, with

scores available on the CDP website.

Sustainability disclosures have also contributed to the organisation being included in the

Dow Jones Sustainability and FTSE4good indices.

Topic

Description of

measureTarget201720182019

Carbon

Intensity

Operational

emissions intensity

(tCO

2

e/NZ$M)

Reduction of

5% per annum

1

48.237. 2Annual

CEMARS audit

June 2019

Recycling

efficiency

% of waste recycled

at our New Zealand

campus

75%86%

recycled

74%

recycled¹

69%

recycled

2

Rainwater

collected

m

3

of rainwater

harvested at our

New Zealand

campus

2,936m

3

3,608 m

3

3,580 m

3

CDPCDP Climate

Change²

BBAssessed

July 2019

Notes:

1

Science Based Targets in line with IPCC (Intergovernmental Panel on Climate Change) guidance are

under development.

2

Recycling efficiency has been adversely impacted by global recycling capacity constraints driven

largely by the China “National Sword” policy.

CoMMUNITy AND eNvIRoNMeNT CONTINUED

83Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

GoveRNANCe
GOVERNANCE

Corporate Governance Statement

The Board and management of the company are committed to ensuring that the company

adheres to best practice governance principles and maintains the highest ethical standards. The

Board regularly reviews and assesses the company’s governance structures to ensure that they

are consistent, both in form and in substance, with best practice.

The company is listed on both the NZX and the ASX (Foreign Exempt Listing Category).

Corporate governance principles and guidelines have been introduced in both countries. As

at the date of this report, the company complies with all of the recommendations of the NZX

Corporate Governance Code. In addition, although the company is not required to comply with

the ASX Corporate Governance Council’s Corporate Governance and Recommendations (ASX

Principles) given its Foreign Exempt Listing on the ASX, the company considers its corporate

governance practices and procedures substantially reflect the ASX Principles.

The full content of the company’s corporate governance policies, practices and procedures

can be found in the corporate governance section of the company’s website –

www.fphcare.com/corporategovernance.

ethical behaviour

As a business we are committed to doing the right thing. It is important to us and is what our

customers, employees, and shareholders find compelling. We ensure we comply with our legal

and ethical obligations throughout our business operations, from the way we source materials,

design and manufacture our products, through to selling our products across the world.

We have policies and procedures in place to ensure we conduct our business in a legally,

ethically, and socially responsible manner. These policies are available on our website, and

summary information with respect to a number of our policies can also be found below.

Codes of Conduct

We expect our employees and directors to maintain high ethical standards. A Code of Conduct

for the company and a separate Directors’ Code of Conduct set out these standards.

The Codes cover a range of areas relevant to legal and ethical behaviour, including competing

fairly, health and safety, data protection and privacy, working with customers and suppliers,

sanctions compliance, responsible marketing, financial records and reporting, continuous

disclosure and insider trading, combating bribery and corruption and interactions with

healthcare professionals. It also covers matters such as confidentiality, conflicts of interest,

receipt of gifts, and corporate opportunities.

The Codes explain how an employee or director can report an actual or suspected breach of the

Code. This is also detailed in our Speak Up (or whistle-blowing/protected disclosures) policy,

which ensures employees know how to report potentially unethical or illegal behaviour or

breaches of our Code of Conduct, without fear of retaliation or harassment.

We have developed e-training on the Code of Conduct, and in 2017 and 2018, this training was

undertaken by employees globally. The e-training is part of induction for new employees. The

Code of Conduct is also available on our internal intranet. New directors are provided a copy of

the Director’s Code of Conduct during their induction training.

We have an in-house legal team that provides advice and assistance to the business globally on

how to comply with our various legal obligations, and engage external legal counsel to assist us

as and when required.

We maintain a schedule for regularly reviewing and updating corporate governance policies and

charters. The Code of Conduct was last reviewed on 29 March 2019.

Securities Trading Policy and Guidelines

We are committed to ensuring our people are aware of their obligations when trading in or

intending to trade in company Financial Products. Our Securities Trading Policy and Guidelines

details our policy on, and rules for, all directors, officers, contractors or employees who intend to

trade in company Financial Products. The Policy explains insider trading laws, and the legal and

reputational risks of failing to comply with such laws. A copy of the Policy is available on our

website.

Supplier Code of Conduct

We are committed to building a supply chain structure that supports our approach to corporate

social responsibility and sustainability. To ensure that our supply chain is transparent and

coordinated across our wider supply chain network, an integrated ERP system in conjunction

with our strong quality management system is utilised.

84Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Our Supplier Code of Conduct reflects our values and our expectations for the conduct of all
suppliers, contractors and consultants, and their affiliates, who provide goods or services to our

group of companies. We find business relationships are more productive and effective when

they are built on trust, mutual respect and common values. As such, we seek relationships with

suppliers who share a common commitment to:

1. Incorporate quality business processes within their day to day operation;

2. Conduct their business ethically and with integrity;

3. Comply with all laws and regulations;

4. Respect human and employee rights;

5. Promote and maintain a health and safety culture within their organisation;

6. Design for sustainability;

7. Monitor and minimise any negative impacts on the environment; and

8. Have systems in place to ensure business continuity, continuous improvement and

protection of intellectual property.

Within our upstream supply chain, our active risk mitigation means we continuously monitor

and partner with socially responsible organisations that believe in doing the right thing. We dual

source both directly from our manufacturers, service providers and third parties all over the

world within our key risk areas.

While materials are procured from all over the globe, a large portion of the externally procured

materials originate from suppliers in Asia and North America. To support our suppliers and

ensure transparency, we have local teams that enable us to personally interact and be present

within our suppliers’ operations on a regular basis. The local teams also organise visits from the

New Zealand-based global procurement teams to enable mutual collaboration.

Anti-bribery and corruption

In the course of our business we interact with a wide range of government officials and private

sector individuals or businesses, including government regulators, inspection authorities and

healthcare professionals.

We do not tolerate bribery, corruption, kickbacks or other types of improper benefits, whether

committed by our own people or by anyone we deal with.

Most of the countries in which we operate have strict anti-bribery and corruption laws that

apply to our interactions with public officials. Failing to comply with these laws could have

serious consequences for us, both as individuals and as an organisation. In some cases, these

consequences could include criminal charges. We have processes in place for assessing anti-

bribery and corruption risk and implement measures to mitigate these risks.

Our Code of Conduct sets out our expectations for all employees in combatting bribery and

corruption. We never offer or accept (or ask a third party to offer or accept) bribes, facilitation

payments, secret commissions or kickbacks to or from any person. These rules apply to all our

business activities, including any interactions we may have with government officials or with any

private person or business, either locally or overseas.

The Code requires that where we suspect bribery or corruption, either by our own people or by

any of our suppliers, customers or other business partners, we report it immediately. The Speak

Up policy ensures that all employees know how to make such a report and can be confident

that concerns will be taken seriously and investigated and will not result in retaliation or other

harassment.

During the year ended 31 March 2019 the company is not aware of any instances of corruption or

of incidents in which employees were dismissed or disciplined for corruption.

Interactions with healthcare professionals

As we are a medical device business, we must comply with laws and regulations on interacting

with healthcare professionals in various countries around the world. It is critical that our

activities do not improperly influence the medical decisions of healthcare professionals or the

purchasing decisions of entities that buy our products.

Our Policy on Interactions with Healthcare Professionals ensures that we act ethically and legally

in our interactions with healthcare professionals, comply with all applicable laws, and do not

provide improper benefits or inducements to healthcare professionals. We provide training to

employees on this policy.

Ethical research

Clinical trials

We have formal procedures in place to ensure that we adhere to the International Conference on

Harmonisation Good Clinical Practice (GCP) standards during all clinical investigations we carry

out. GCP standards cover the design, conduct, recruitment, recording and reporting of clinical

investigations that involve the participation of human subjects.

Our procedures have also been compiled based on the ISO 14155:2011(E) standard for: Clinical

investigation of medical devices for human subjects – Good clinical practice and the EU Medical

Devices Directive.

These procedures are designed to ensure that the data and reported results of all clinical trials

are credible and accurate and that the rights, integrity and confidentiality of trial participants

are protected.

Animal Ethics

Regulatory bodies occasionally require biocompatibility testing of our medical device materials.

This testing follows a risk management approach based on ISO 10993-1, Biological Evaluation

of Medical Devices. ISO 10993-1 includes requirements for the wellbeing of animals and for

minimising the number of animals involved, and tests are conducted in laboratories accredited

to international standards (ISO 17025).

We may sometimes participate, observe or otherwise be involved in clinical studies which

include animal testing.

We minimise this impact by ensuring these activities are approved by the relevant animal ethics

committees and comply with applicable legislation. We support efforts to further reduce animal

testing by funding and supporting research in sophisticated physiological computer models.

GoveRNANCe CONTINUED

85Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

The Board
The Board plays a vital role in setting and overseeing our strategic direction and driving the

business forward. Strong governance from a diverse and experienced Board ensures we can

achieve our aims of improving patient care and outcomes through inspired and world leading

healthcare solutions, thereby sustainably increasing shareholder value.

The biography of each Board member, including each director’s skills, experience, expertise and

term of office, is set out in the “Our Board” section of this report.

Role of the Board

The Board is ultimately responsible for our strategic direction. The specific roles and

responsibilities of the Board, and the Board’s procedures, are set out in detail in our Board

Charter, available on our website. In summary, the Board is elected by our shareholders to:

• establish our strategies and objectives;

• identify and manage risks;

• review and approve budgets and business plans;

• adopt our remuneration policy and other policies governing the way we operate our

business; and

• provide governance of internal decision making and management.

The Board delegates management of the day-to-day affairs and responsibilities of the Company

to the CEO and Executive Management to deliver the strategic direction and goals set by the

Board. The specific responsibilities delegated to Executive Management are recorded in the

Board Charter and the Delegation Policy. A summary of the Delegation Policy is available on our

website.

The Board regularly reviews and assesses our governance structures, policies, and procedures

to ensure these are in-line with international best practice and legal requirements. The Board

Charter was last updated on 29 March 2019.

Nomination and appointment of directors

The number of directors is determined by the Board, in accordance with the Company’s

constitution. The constitution requires that there are at least four directors, and no more than

nine directors, and governs the process for the appointment and removal of directors. A director

is appointed by ordinary resolution of the shareholders although the Board may fill a casual

vacancy.

Under the NZX Listing Rules, a director must not hold office (without re-election) past the third

annual meeting following the director’s appointment or 3 years, whichever is longer. A director

appointed by the Board must not hold office (without re-election) past the next annual meeting

following the Director’s appointment.

When searching for and nominating candidates to act as a director, the People and

Remuneration Committee takes into account such factors as it deems appropriate, including

diversity of gender, background, experience, and qualifications of the candidate, independence

and the Board skills matrix. It may use external search firms to assist with locating possible

candidates and gathering relevant information.

When considering the re-election of an existing director the People and Remuneration

Committee will also consider the length of service of the director, and the director’s

performance on the Board to date. It is the Board’s general expectation that a non-executive

director will hold office for an aggregate period of approximately nine years (including re-

elections).

We undertake a number of checks before appointing a director and putting forward to

shareholders a candidate for election as a director, and ensure we provide shareholders with all

relevant information to inform their decision on whether to elect or re-elect a director.

At the ASM on 23 August 2018, Arthur Morris retired from the Board and Scott St John and

Michael Daniell retired by rotation and, being eligible, offered themselves for re-election and

were re-elected to the Board. Neville Mitchell was appointed to the Board on 12 November 2018

and will stand for election at the ASM to be held on 28 August 2019.

Other procedures relating to the nomination and appointment of directors are outlined in the

Appointment and Selection of New Directors Policy available on our website.

Board diversity and skills matrix

At Board level, diversity allows the Company to benefit from a range of different perspectives,

which leads to healthier debate and decision making. As we operate in specialised international

markets, the Board believes that it is important to have a Board consisting of members with

diverse backgrounds, experience and skills. The Board also believes that the tenure of each of

its members is important as it seeks to balance independent, institutional knowledge gained

through length of service and the importance of fresh perspectives in decision-making.

The following table summarises the current key skills and experience, and tenure of the Board.

Skills and

experience

Tony

Carter

Lewis

Gradon

Michael

Daniell

Pip

Greenwood

Geraldine

McBride

Neville

Mitchell

Donal

O’Dwyer

Scott St

John

Financial acumen

✓✓✓✓✓✓✓✓

Sales/Marketing

✓✓✓✓✓✓✓

Engineering/

Science/Technology/

Manufacturing

✓✓✓✓✓✓

Medicine/Medical

Device

✓✓✓✓✓

Legal/Regulatory

✓✓✓✓✓✓

Governance

✓✓✓✓✓✓✓✓

International

Business Experience

✓✓✓✓✓✓✓✓

Tenure (years)

8.5317.5*25.50.56.53.5

*

Michael Daniell was appointed as a non-executive director on 1 April 2016 following his retirement as Managing

Director and CEO.

While some directors will have greater expertise in certain areas than others, the Board has

determined the table above on the basis of directors who have at least the minimum required

level of skill and experience in each area.

GoveRNANCe CONTINUED

86Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Written agreements with directors
Upon appointment, non-executive directors are issued a letter setting out the terms and

conditions of their appointment. This includes information about their role and duties, time

commitments, term of appointment, remuneration and insurance, access to information, and

disclosure and compliance obligations. A copy of the standard form of this letter is available

on our website. The CEO has an employment agreement setting out his roles and conditions

of employment. Further information about the remuneration of directors is set out in the

Remuneration section of this Report.

Directors’ and officers’ insurance and indemnity

The Group has arranged, as provided for under the Company’s Constitution, policies of directors’

and officers’ liability insurance which, with a Deed of Indemnity entered into with all directors,

ensure that generally directors will incur no monetary loss as a result of actions undertaken

by them as directors. Certain actions are specifically excluded, for example, the incurring of

penalties and fines which may be imposed in respect of breaches of the law.

Independence of directors

We are committed to ensuring that a majority of directors are independent of the Company, and

do not have any interests, positions, associations or relationships which might interfere, or might

be seen to interfere, with their ability to bring independent judgement to the issues before the

Board.

The Board has regard to the factors described in the NZX Corporate Governance Code when

assessing the independence of directors. After consideration of these factors, the company is of

the view that:

1. No director is a substantial shareholder of the company or an officer of, or otherwise

associated directly with, a substantial shareholder of the company;

2. Lewis Gradon is a director who is currently employed in an executive role by the

company;

3. Michael Daniell is a director who was employed in an executive role by the company

until 31 March 2016 and there has not been a period of at least three years between

ceasing such employment and serving on the Board;

4. No director has been a principal of a material professional adviser or a material

consultant to the company or another group member, or an employee materially

associated with such service provider, within the last three years;

5. No director is a material supplier or customer of the company or other group member,

or an officer of, or otherwise associated directly or indirectly with, a material supplier or

customer;

6. No director has a material contractual relationship with the company or another group

member other than as a director of the company;

7. No director has served on the Board for a period which could, or could reasonably be

perceived to, materially interfere with the director’s ability to act in the best interests of

the company; and

8. All directors are free from any interest or any business or other relationship which

could, or could reasonably be perceived to, materially interfere with the director’s

ability to act in the best interests of the company.

Based on these assessments, the Board considers that as at 31 March 2019 a majority (six) of

the directors are independent, namely Tony Carter (Chair), Pip Greenwood, Geraldine McBride,

Neville Mitchell, Donal O’Dwyer and Scott St John, and that Michael Daniell and Lewis Gradon

are not independent.

Induction and continuing development of directors

A formal induction programme is available to new directors to ensure that they have a working

knowledge of our business. The programme includes one-on-one meetings with management

and a tour of our R&D and manufacturing facilities. All directors are regularly updated on

relevant industry and company issues. From time to time the Board may also undertake

educational trips to receive briefings from customers and visit operations of the company

outside of New Zealand. There is an on-going programme of presentations to the Board by all

business units.

All directors are members of the Institute of Directors (or overseas equivalent), and attend

training sessions to remain current on their duties as directors. The company also arranges

training for directors and management on specific issues as the need arises.

GoveRNANCe CONTINUED

87Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Board performance
We have a Performance Evaluation Policy in place relating to the performance of the Board, the

Board Committees and individual directors. A summary of the Performance Evaluation Policy

is available on our website. The Performance Evaluation Policy, in accordance with the Board

Charter, requires the Board to undertake a two-yearly performance evaluation of itself that:

• compares the performance of the Board with the requirements of its Charter;

• reviews the performance of the Board Committees;

• sets forth the goals and objectives of the company for the upcoming year; and

• effects any improvements to the Board Charter deemed necessary or appropriate.

The Board has engaged an external consulting company to facilitate the Board’s performance

evaluation during 2018.

Our Executive Management are also subject to regular performance reviews. The performance

of senior executives is reviewed by the CEO who meets with each senior executive to discuss

their performance, as measured against key performance targets (both financial and non-

financial) previously established and agreed with that executive.

Board Committees

The Board has three permanent Committees which support the Board by working with

management on relevant issues at a suitably detailed level and then reporting back to the

Board. These Committees and their members as at 31 March 2019 are:

• Audit & Risk Committee

Members: Scott St John (Chair), Tony Carter and Michael Daniell

All members are non-executive directors, and two of three (including the Chair) are

independent.

• People and Remuneration Committee

Members: Pip Greenwood (Chair), Tony Carter, Donal O’Dwyer and Scott St John

All members are independent non-executive directors.

• Quality, Safety and Regulatory Committee

Members: Donal O’Dwyer (Chair), Tony Carter and Neville Mitchell

All members are independent non-executive directors.

Each Committee has a charter setting out its objectives, procedures, composition and

responsibilities. A summary is set out below, and copies of these charters are available on our

website. The Board may from time-to-time establish other Committees for specific purposes.

Audit & Risk Committee

The primary function of the Audit & Risk Committee is to assist the Board in fulfilling its

responsibilities relating to the company’s risk management and internal control framework, the

integrity of its financial reporting, and the company’s internal and external auditing processes

and activities. The Committee has an annual work plan and monthly reporting to the Board

which enables it to properly and regularly inform the Board monthly on significant financial

matters relating to the company.

Employees and external auditors are invited to attend meetings when it is considered

appropriate by the Committee. The Committee, at least once per year, meets with the auditors

without any representatives of management present and is encouraged to seek advice from

external consultants or specialists where the Committee considers that necessary or desirable.

The Audit & Risk Committee closely monitors financial reporting risks in relation to the

preparation of the financial statements. The Committee, with the assistance of management,

works to ensure that the financial statements are founded on a sound system of risk

management and internal control and that the system is operating effectively in all material

respects in relation to financial reporting risks. As part of this process, before the company’s

financial statements are approved, the CEO and CFO are required to state in writing to the

Board that, to the best of their knowledge, the company’s financial reports present a true and

fair view of the company’s financial condition and operational results and are in accordance

with the relevant accounting standards and those reports are founded on a sound system of risk

management and internal control which is operating effectively.

People and Remuneration Committee

The People and Remuneration Committee’s role is to oversee and regulate remuneration and

organisation matters of the company, including recommending the company’s human resources

strategy for directors and senior executives, reviewing remuneration and benefits policies,

monitoring company performance against the Diversity & Inclusion Policy, and reviewing

performance objectives and remuneration of the company’s Chief Executive Officer and senior

executives. It also seeks advice on and recommends director remuneration structure and

recommends director appointments to the Board.

Quality, Safety and Regulatory Committee

The Quality, Safety and Regulatory Committee addresses characteristics specific to the

company’s business. The objective and purpose of the Quality, Safety and Regulatory

Committee is to assist the Board in fulfilling its responsibilities relating to the oversight of

the company’s quality management system, health and safety risk management system, and

strategies, activities and policies regarding sustainability, corporate social responsibility and the

environment. As part of the company’s internal audit function, regular quality system specific

internal audit reports are received by the Committee.

Board & Committee meetings

Normally, the Board holds eight formal meetings a year. One of those meetings is typically

focused on reviewing the company’s annual business plan and budget, and at a separate

meeting the long-term strategic plan is considered. The Board also meets with senior executives

to consider matters of strategic importance. At the company’s ASM held on 23 August 2018, all

of the then-serving directors attended the meeting.

GoveRNANCe CONTINUED

88Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Committees generally meet three or four times per year, or as required to carry out their
responsibilities. Details of attendance at Board and Committee meetings during the year ended

31 March 2019 are set out below:

Board

Audit & Risk

Committee

People &

Remuneration

Committee

Quality, Safety

& Regulatory

Committee

Eligible

to

attendAttended

Eligible

to

attendAttended

Eligible

to

attendAttended

Eligible

to

attendAttended

Tony Carter88435522

Lewis Gradon88

Michael Daniell8844

Pip Greenwood8855

Geraldine McBride88

Neville Mitchell

1

3311

Arthur Morris

2

44

Donal O’Dwyer885522

Scott St John884455

¹

Neville Mitchell was appointed to the Board and Quality, Safety and Regulatory Committee in November 2018.

²

Arthur Morris retired from the Board in August 2018.

Takeover Protocol

The Board adopted a new Takeover Protocol in 2018 to assist the directors and management

with the response to unexpected takeover activity. The Protocol summarises key aspects of

takeover preparation, and sets out governance, conflict and communications protocols for

takeover response. This Protocol provides that in the event of a takeover offer, the Board would

establish an Independent Takeover Response Committee to manage its takeover response

obligations.

Company Secretary

The Company Secretary is responsible for supporting the proper functioning of the Board and

ensuring the appropriate policies and procedures are followed. The Company Secretary reports

directly to the Board, through the Chair, on all governance matters as outlined in the Board

Charter.

Disclosure of interests by directors

Directors’ certificates to cover entries in the company’s interests register in respect of

remuneration, insurance, indemnities, dealing in the company’s shares, and other interests have

been disclosed as required by the Companies Act 1993.

Directors’ shareholdings

Directors held interests in the following ordinary shares in the Company as at 31 March 2019:

NameOwnershipOrdinary Shares

Tony CarterBeneficial76,101

Lewis Gradon

1

Beneficial603,502

Michael Daniell

2

Beneficial971,809

Pip GreenwoodBeneficial3,800

Arthur MorrisBeneficial29,915

Neville MitchellBeneficial7,200

Donal O’DwyerBeneficial68,569

Scott St JohnBeneficial13,457

1

Lewis Gradon also had a beneficial interest in 326,677 options issued under the 2003 Share Option Plan and a

beneficial interest in 97,064 performance share rights issued under the PSR Plan.

2

Michael Daniell also had a beneficial interest in 40,000 options issued under the 2003 Share Option Plan.

GoveRNANCe CONTINUED

89Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Share dealings by directors
In accordance with the Companies Act 1993 and the Financial Markets Conduct Act 2013, the

Board has received disclosures from the directors named below of acquisitions or dispositions

of relevant interests (as defined in the Financial Markets Conduct Act 2013) in the company

between 1 April 2018 and 31 March 2019, and details of those dealings were entered in the

company’s interests register.

NameTransaction

Number of

sharesPrice per shareDate

Tony CarterShare purchases under DRP

1

40$14.87736 Jul 2018

540$15.04556 Jul 2018

38$12.310521 Dec 2018

521$12.257521 Dec 2018

Lewis GradonShare sales9,000$14.393311 Jun 2018

12,000$14.536913 Jun 2018

18,000$15.084624 Sep 2018

Share issue for cancellation

of 80,000 options

53,891$14.952615 Jun 2018

Granted 32,466 PSRs––13 Sep 2018

Granted 100,313 options––13 Sep 2018

Exercise of 26,000 PSRs26,000$15.250021 Sep 2018

Share issue for cancellation

of 30,000 options

15,825$15.250021 Sep 2018

Michael DaniellShare sales25,000$13.78966 Jun 2018

25,000$14.37347 Jun 2018

5,229$15.072426 Jun 2018

44,771$15.183527 Jun 2018

30,000$15.125018 Sep 2018

10,000$15.040011 Mar 2019

10,000$15.050012 Mar 2019

Share issue for cancellation

of 150,000 options

101,335$14.890019 Jun 2018

Exercise of 30,000 PSRs30,000$15.090017 Sep 2018

Share issue for cancellation

of 40,000 options

20,882$14.830012 Mar 2019

NameTransaction

Number of

sharesPrice per shareDate

Arthur MorrisShare purchases under DRP

1

73$15.08496 Jul 2018

155$15.00906 Jul 2018

71$12.255921 Dec 2018

149$12.256021 Dec 2018

Donal O’DwyerShare purchases under DRP

1

561$15.03286 Jul 2018

541$12.255921 Dec 2018

Scott St JohnShare purchases under DRP

1

102$15.11706 Jul 2018

99$12.242021 Dec 2018

1

DRP means the company’s dividend reinvestment plan. For more information see

https://www.fphcare.co.nz/drp.

GoveRNANCe CONTINUED

90Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

General disclosure of interests by directors
In accordance with Section 140(2) of the Companies Act 1993, the directors named below have

made a general disclosure of interest by a general notice disclosed to the Board and entered in

the company’s interests register. General notices given by directors which remain current as at

31 March 2019 are as follows:

NameEntityRelationship

Tony CarterAir New Zealand LimitedChair

Fletcher Building Limited

Fisher & Paykel Healthcare Employee Share Purchase

Trustee Limited

ANZ Bank New Zealand Limited

Director

Loughborough Investments Limited

Avonhead Mall Limited

Director &

Shareholder

Antony Carter Family Trust No 2

Foodstuffs Auckland Perpetuation Trust

Foodstuffs Auckland Protection Trust

Maurice Carter Charitable Trust

Tony and Frances Carter Family Trust

Trustee

Capital Solutions Limited

Capital Training Limited

Advisor

Independent Selection Panel of Fonterra Co-op Group

Limited

Member

Lewis GradonFisher & Paykel Healthcare Employee Share Purchase

Trustee Limited

Other Group entities listed in the ‘Subsidiary Company

Directors’ section of this Report

Director

Michael DaniellMedical Technologies Centre of Research ExcellenceChair

Tait Limited

Tait International Limited

MRCF Pty Limited

MRCF IIF GP Pty Limited

Director

Council of the University of AucklandCouncil Member

Pip GreenwoodRussell McVeaghPartner

Westpac New Zealand Limited

Spark New Zealand Limited

Director

Auckland Writers Festival Trust

Rakino Trust

Theresa Gattung Investment Trust

Milbrook 7th Trust

Oriental Trust

Portia Trust

Trustee

NameEntityRelationship

Geraldine McBrideNational Australia Bank Limited

Sky Network Television Limited

MyWave Holdings Limited

Director

Neville MitchellSonic Healthcare Limited

Osprey Medical

Q’Biotics Limited

Director

Board of Taxation

South East Sydney Local Health District

Board Member

Arthur Morris

(retired)

Mercy Healthcare Auckland Limited

Southern Cross Hospitals Limited

Director

Auckland School of Medicine Foundation

Southern Cross Health Trust

Trustee

Donal O’DwyerCochlear Limited

Mesoblast Limited

NIB Holdings Limited

Director

Nyxoah SA (by virtue of directorship of Cochlear)Shareholder

Scott St JohnTe Awanga Terraces LimitedDirector &

Shareholder

Fonterra Cooperative Group Limited

Hutton Wilson Nominees Limited

Captain Cook Nominees Limited

NEXT Foundation

Mercury NZ Limited

Director

St John Family Trust

Macleod Trust

Beneficiary &

Trustee

Council of the University of AucklandChancellor

Butland Medical FoundationTrustee

GoveRNANCe CONTINUED

91Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Reporting & disclosure
We are committed to the promotion of investor confidence by ensuring that the trading of our

shares takes place in an efficient, competitive and informed market. We believe that evenly

balanced disclosure is fundamental to building shareholder value and earning the trust of

employees, customers, suppliers, communities and shareholders.

Continuous disclosure

Our Market Disclosure Policy establishes our disclosure policies for meeting our continuous

disclosure obligations. A summary of the Market Disclosure Policy is available on our website.

This explains the respective roles of directors, officers and employees in complying with

continuous disclosure obligations, confidentiality of information, external communications with

analysts and shareholders, and responding to rumours and market speculation.

The Disclosure Committee, comprising the CEO, CFO and VP – Corporate, and the Disclosure

Officer, the VP – Corporate or alternatively the General Counsel NZ, are responsible for

administering compliance with our Market Disclosure Policy, including continuous disclosure

obligations. Market disclosure requires the approval of either the Board or the Disclosure

Committee, depending on the circumstances. The Market Disclosure Policy was last updated on

29 March 2019.

Company policies

We have policies and procedures in place to ensure we conduct our business with integrity, and

in a legally, ethically, and socially responsible manner. Key governance documents including our

Codes of Conduct, Securities Trading Policy and Guidelines, Board and Committee Charters,

Diversity Policy, Remuneration Policy, and Market Disclosure Policy are available on our website.

Financial reporting

We are committed to reporting our financial information in an objective, balanced, and clear

manner. Financial results are reported in this annual report in accordance with the New Zealand

equivalent of International Financial Reporting Standards. This annual report includes detailed

financial commentary and notes to the financial statements which explain any changes to

financial reporting.

This annual report also includes the Chair’s comments on strategic progress and the CEO’s

report summarises performance and progress towards our strategic objectives. It explains

how we deliver value for shareholders and key performance indicators such as revenue, profit,

constancy currency information, dividend growth and gearing, are used to link results to our

strategy.

We ensure that financial information reported in investor material for roadshows, company

overviews, and other documents is portrayed in an accurate, fair, and understandable format.

Other reporting

We are also committed to transparent reporting of non-financial objectives, such as

environmental, social, and governance (ESG) factors, as well as risk, health & safety, and

business strategy. Our annual report references the guidelines and principles set out by the

Global Reporting Initiative (GRI), and a GRI referenced content index, based on the 2016

standards.

Auditors

External audit

The Audit & Risk Committee has oversight responsibility for our external audit arrangements.

The Board has adopted the External Financial Auditors Independence Policy which

complements the Audit & Risk Committee Charter by outlining the requirements for the

provision of services by any external auditor we engage. The purpose of the Policy is to ensure

that our external auditor carries out its function independently and without impairment,

safeguarding the reliability and credibility of external financial reporting.

The External Financial Auditors Independence Policy establishes a framework for the selection

and appointment of external auditors, outlines the services which may be ordinarily performed,

may be performed with approval of the Audit & Risk Committee, or must not be performed by

external auditors, and the responsibilities of external auditors.

The Policy requires the CFO to report at each Audit & Risk Committee meeting any work (audit

and non-audit) conducted by the external auditor, including the fees paid to the external

auditors for non-audit services. Procedures for communication between the Audit & Risk

Committee, Board, senior management, and the external auditors are set out in the Audit & Risk

Committee Charter.

The Audit & Risk Committee is responsible for monitoring performance and independence

of the external auditors. The Policy requires the external auditor to report to the Audit &

Risk Committee annually in writing, confirming that they are independent and disclosing all

relationships that may bear on independence. Under the Audit & Risk Committee Charter, the

Audit & Risk Committee is responsible for recommending appropriate action to the Board in

response to this report.

The Board requires our external financial auditors to attend the ASM each year to answer any

question from shareholders relating to the audit for that financial year.

The Audit & Risk Committee Charter and the External Financial Auditors Independence Policy

can be found on our website.

Internal audit

Internal audit is a key component of our objective-centric risk management approach. In

addition to internal mechanisms, including self-assessments and internal reviews, the Board

engages external advisors to carry out internal audit functions on various parts of the business

as needed. The focus is to assist the business with the evaluation of the effectiveness of key risk

management control.

GoveRNANCe CONTINUED

92Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

RISk MANAGeMeNT
In working to achieve our purpose of improving care and outcomes through inspired and world-

leading healthcare solutions, it is our responsibility to understand and manage the risks faced

across our entire organisation.

The purpose of designing, implementing and maintaining an effective, structured approach to

risk management is to help improve the quality of decisions the business makes in the pursuit of

achieving our growth objective of providing an expanding range of innovative medical devices

that improve patient care and outcomes.

Components of our risk management approach

Our business risk management approach is derived from ISO 31000 Risk Management –

Principles and Guidelines and enhanced to focus on Fisher & Paykel Healthcare’s key strategic

objectives. For product risk, ISO 14971 Medical Devices Application of Risk Management is the

standard we follow specific to medical device design and manufacturing. For health and safety,

our focus is on the implementation of global health, safety and wellbeing standards that are

aligned with ISO 45001 and a greater emphasis on the effective management of critical risks.

The diagram below provides a high-level summary of our risk management approach:

Through this approach to risk management, we can:

• Ensure prompt resolution of internally identified risk to compliance with laws and

regulations to maintain the provision of quality products, protect patient safety and ensure

appropriate relationships with customers and stakeholders;

• Enable improved decision making, planning and prioritisation through a structured

understanding of opportunities and threats to strategic objectives; and

• Support value creation by enabling management to deal effectively with future events

that create uncertainty, pose a significant risk or opportunity and to respond in a prompt,

efficient and effective manner.

While no risk management system can ever be fool proof, our goal is to make sure that material

risks are appropriately identified and managed within acceptable levels.

Examples of activities to identify and mitigate our material risks are described below.

Business Risk Management

As part of our annual business planning process we piloted an analysis of risk to strategies. The

purpose of this approach is to generate better quality information on risks and opportunities

to our strategies and help managers make the best possible decisions regarding strategy

execution.

We also revised our approach to analysing the macro and industry risks that we face as a

medical device manufacturer selling product globally. A quantitative risk analysis has been

completed using the inputs gathered during a discovery process which involved interviews with

employees across the business. The modelling approach used is a simulation which generates

a probability distribution curve plotting the likelihood of risks exceeding certain amounts. This

approach provides greater insights over single point estimates by showing not only what could

happen, but how likely each outcome is.

Product quality and safety

Ensuring patient safety and the quality of our products is a key priority. We establish processes

that effectively manage risk and drive continuous improvement in product quality throughout

the lifecycle of our products.

We have introduced proactive quality control mechanisms within our manufacturing operations.

Through the use of data collection and statistical analysis, we are improving the control of our

manufacturing processes, with the aim of being able to intervene and correct a process prior

to product quality being compromised. This approach is providing further assurance that our

customers and patients receive high quality products that are safe and effective.

Health, safety and wellbeing

We are committed to ensuring the health, safety, and wellbeing of our people. To do so, we

continue to drive performance improvement across our global operations through the ongoing

development and implementation of global health, safety and wellbeing management systems

and processes which are aligned with ISO 45001:2018.

Targeted interventions to prevent high frequency/low consequence musculoskeletal injuries

have been particularly effective during the past financial year as illustrated by the significant

improvement in our ‘lag’ performance indicators, the Total Recordable Injury Frequency Rate

(TRIFR) and the Lost Time Injury Frequency Rate (LTIFR), as shown in the ‘Health and safety

data’ section on the following page.

In addition, we have placed greater emphasis on the effective management of the critical risks

common across our global operations; i.e. low frequency/very high consequence risks with the

potential to result in a fatality, serious injury or illness. In the past year, subject matter expert

groups were assembled from across our operations globally to establish critical risk standards.

Regular monitoring of the implementation of these critical risk standards will become an

important ‘lead’ performance indicator for us.

The improvements to our health, safety and wellbeing risk management systems and

performance indicators will provide a safer and healthier work environment for our people.

RISK MANAGEMENT

PURPoSe

Inform decision

making regarding

risks to the business

to create and

protect value

1.

eSTABLISHING

THe CoNTeXT

2.

IdeNTIFy &

evALUATe

RISkS

3.

deveLoP

& IMPLeMeNT

A ReSPoNSe

5.

MoNIToR

ANd RevIeW

4.

CoMMUNICATe

ANd CoNSULT

93Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Material business risks and strategies to mitigate
After completing the risk management processes outlined on the previous page, and in line

with the materiality assessment in the ‘Materiality’ section of this Report, we have identified and

described a selection of key business risks, and strategies to mitigate these, in the table below.

AreaPrincipal riskStrategies to mitigate

Product

quality and

patient

safety

Patients are

harmed as a

result of using

our products

We operate a worldwide quality management system related

to the design, testing and manufacture of our products.

Furthermore, we foster an organisational culture of product

safety and continuous improvement.

Market accessMaintaining

regulatory

compliance

is required to

market and sell

our products in

certain countries

We have a regulatory affairs processes for obtaining and

maintaining product licenses, as well as a quality management

system that ensures compliance with applicable regulatory

requirements.

We have monitoring steps in place to evaluate the

effectiveness of our programmes, and our executive

management team conducts regular management reviews.

Health and

safety

Work related

injuries

Our focus is on the implementation of global health, safety

and wellbeing standards that are aligned with ISO 45001 and a

greater emphasis on the effective management of critical risks.

We design and implement preventative and recovery risk

controls for critical health, safety and wellbeing risks across

our global business.

Our health, safety and wellbeing progress is reported regularly

to the Board and to the Quality, Safety and Regulatory

Committee three times a year.

Intellectual

Property

Third parties

asserting IP

rights against us

We have a comprehensive patent portfolio across our

technologies and we actively and robustly manage IP litigation

risk. As part of our product development phase we conduct

freedom to operate searches during product design. We

monitor competitor patent filings and take action as required.

Sustainable

profitable

growth

Foreign

exchange

losses

Currency risk is hedged in accordance with the Board

approved hedging policy. The hedging policy aims to manage

the impact of short-term fluctuations on our cash flow.

Longer term, we use derivative financial instruments to hedge

exposures over future years. A diversity of currency exposures

also provides natural hedges.

Business

continuity

Continuity

and quality

of supply

To ensure risk is managed within our global supply chain,

we actively monitor our end to end processes and systems

through an internal risk management process and implement

actions to prevent disruption. We utilise a business impact

analysis to identify, understand and quantify the impact of

a material disruption to a key facility, location, supplier or

business process. This approach enables us to prioritise the

most significant potential exposures to the business.

AreaPrincipal riskStrategies to mitigate

Cyber security

and data

protection

Cyber security

attack resulting

in disruption to

operations and

data breach.

To manage our risk and protect the data entrusted to us,

we are constantly reviewing and improving our control

mechanisms to ensure we can proactively respond to

developing cyber threats. As a result, we have been increasing

our use of independent reviews to test and identify potential

risks to ensure we focus on the right cyber risks.

Governance of risk

Our Board is dedicated and fully committed to its role of ensuring quality, safety, compliance

and effective risk management. The Board provides oversight of senior leadership’s

management of risk, meets regularly with key risk management functional leaders and receives

regular reports from senior representatives on material risk and mitigation strategies.

The Audit & Risk Committee reports to and assists the Board by reviewing and ensuring our risk

management processes (excluding any risks related to quality, safety and regulatory functions)

can provide reliable information to the Board on the status of major risks that could impact on

the achievement of our objectives.

The Quality, Safety & Regulatory Committee reports to and assists the Board by reviewing

our quality, health and safety and regulatory risk management approach to ensure effective

mechanisms and internal controls are in place to identify and manage areas of material risk and

maintain compliance with applicable regulations.

Health and safety data

Injury rates

1

Global

201720182019

TRIFR5.62 7.7 92.33

LTIFR1.624.820.47

New ZealandMexicoRest of World

201820192018201920182019

Injury rates (per million

hours worked)

TRIFR12.354.331.420.004.480.52

LTIFR7. 3 60.681.420.002.800.52

Severity

Fatality 000000

Serious injury010000

Lost time injury3033061

Medical treatment injury640010

Restricted work injury16120010

First aid injury23521302868

Pain and discomfort8813622668

1

We have reviewed our health, safety and wellbeing performance reporting processes and lag indicator (LTI, MTI, RWI)

definitions to align with internationally recognised standards. As a result, our TRIFR and LTIFR more accurately reflect

our current safety performance.

RISk MANAGeMeNT CONTINUED

94Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

SHAReHoLdeR ANd CoMPANy INFoRMATIoN
The company has in place an investor relations programme to facilitate effective two-way

communication with investors. We aim to build strong relationships with our shareholders and

investors based on integrity, transparency, and trust. Our intention is to provide shareholders

with all relevant information about the company to enable them to actively engage with us and

exercise their rights as shareholders in an informed manner.

Shareholder communications

Our Shareholder Communication Policy facilitates communication with shareholders through

written and electronic means, and by facilitating shareholder access to directors, Executive

Management and our auditors. A copy of our Shareholder Communication Policy is available on

our website.

We communicate with shareholders through the following channels:

• investor section of our website;

• Annual Report;

• Interim Report;

• ASM;

• webcasts;

• regular disclosures on company performance and news; and

• disclosure of presentations provided to analysts and investors during regular briefings,

meetings and roadshows.

Our Website

The company’s website is frequently the first port of call for shareholders and therefore is a core

component of our Shareholder Communications Policy. We include on our website a range of

information relevant to shareholders and others concerning the operation of the company.

We make available a webcast of our ASM and management presentations of financial results.

Webcast details will be published on the NZX and ASX before the event so that shareholders

and other interested parties may participate.

The company encourages shareholders to receive their shareholder communications

electronically to help reduce our environmental footprint and costs.

Direct communication

Shareholders may, at any time, direct questions or requests for information to directors or

management by contacting Marcus Driller, our VP Corporate and Company Secretary, at

marcus.driller@fphcare.co.nz or +64 27 578 9663.

We have a modern communication framework in place so shareholders can receive

communications in a manner that best suits them. We provide shareholders with the option

to receive communications from, and send communications to, us and our share registrar

electronically. Commencing in 2018, we have offered shareholders the ability to attend our ASM

digitally, ask questions through a virtual tool, and to vote electronically or using an app.

ASM and shareholder voting

Our ASM is currently held in Auckland, New Zealand, as the Board believes this location best

facilitates attendance by shareholders. Our next ASM is scheduled to be held at the Paykel

Building, Fisher & Paykel Healthcare, 15 Maurice Paykel Place, East Tamaki, Auckland, New

Zealand on Wednesday, 28 August 2019 at 2pm (NZST).

Shareholders can also attend remotely using a virtual tool. Notice of the ASM is released to

the NZX and ASX, and posted on our website, at least 20 working days prior to the meeting.

We encourage active participation by shareholders at the ASM and shareholders may present

questions in person or digitally to engage with the Board and executive leadership and ask

questions.

Shareholders have the right to vote on major decisions which may change the nature of the

company. Each shareholder has one vote per ordinary share they own in the company, equally

with other shareholders, and may vote at a meeting in person, or by proxy, representative

or attorney. We offer an electronic voting facility to allow shareholders to vote ahead of the

meeting without having to attend or appoint a proxy, and we also allow voting through an app.

Share information

Stock exchange listing requirements

The company’s shares were listed on the NZX Main Board on 14 November 2001 and on the

ASX on 21 November 2001. On 20 June 2016 the company changed its admission category to

an ASX Foreign Exempt Listing. As part of this change, the company is still required to comply

with the NZX Listing Rules but is not required to comply with many of the ASX listing rules. For

the purposes of ASX Listing Rule 1.15.3, the company confirms that it has complied with the NZX

listing rules during the year ended 31 March 2019.

Neither the NZX nor the ASX has taken any disciplinary action against the company during the

year ended 31 March 2019. In particular, there was no exercise of powers by the NZX under NZX

Listing Rule 9.9.3.

SHAREHOLDER AND COMPANY INFORMATION

95Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Current on-market share buyback
There is no current on-market buy-back of the company’s ordinary shares and during the year

ended 31 March 2019 none of the company’s ordinary shares were purchased on-market under

or for the purposes of an employee incentive scheme or to satisfy the entitlements of holders of

options or other rights to acquire ordinary shares granted under an employee incentive scheme.

The company does not have any restricted securities or securities subject to voluntary escrow

on issue.

Incorporation and limitations on the acquisition of shares

The company is incorporated in New Zealand and is not subject to Chapters 6, 6A, 6B and

6C of the Australian Corporations Act 2001. In general, securities in the company are freely

transferable and the only significant restrictions or limitations in relation to the acquisition of

securities are those imposed by the New Zealand Takeovers Code, the Overseas Investment

Act 2005 (NZ), and the Commerce Act 1986 (NZ). The company does not impose additional

ownership restrictions.

Credit rating

The company does not currently have an external credit rating status.

Current NZX waivers

No waivers were sought from or granted under either of the NZX or ASX Listing Rules within

the 12 month period preceding the balance date of the company. During the same period the

company relied on the following waivers previously granted by the NZX to issue options under

its share option plans, PSRs under its PSR plan and shares under its share purchase plans:

(1) waiver from NZX Main Board Listing Rule 7.1.10 and 7.1.16 in respect of the issue of

options under the company’s share options plans (granted 19 August 2011);

(2) waiver from NZX Main Board Listing Rule 7.1.10, 7.1.16 and 8.1.7 in respect of the

company’s performance share rights plan (granted 7 August 2012).

Distribution of shareholders and holdings

The Company only has one class of shares on issue, ordinary shares, each conferring to the

registered holder the right to one vote on any resolution, and these shares are listed on the NZX

and ASX. There are no other classes of equity security currently on issue. The total number of

ordinary shares of the company on issue at 31 March 2019 was 573,708,739 ordinary shares.

The distribution of shareholdings as at 31 March 2019 was as shown in the table below:

Size of shareholding

Number

of holders%

Number of

ordinary shares%

1 to 1,0007,91636.33,567,6080.6

1,001 to 5,0009,77744.823,723,7544.1

5,001 to 10,0002,38610.916,963,8473.0

10,001 to 50,0001,5467.129,062,3385.1

50,001 to 100,000860.45,980,6511.0

100,001 and over1020.5494,410,54186.2

Total21,813100.0573,708,739100.0

The employee share options, rights and PSRs on issue to employees are disclosed in Note 18 of

the Financial Statements. There are no voting rights attaching to share options, rights, or PSRs.

Substantial product holders

According to company records and notices given under the Financial Markets Conduct Act

2013 the substantial product holders in ordinary shares (being the only class of quoted voting

products) of the company as at 31 March 2019, were as follows:

Substantial Product HolderDate of notice

Number of

ordinary shares

held as at date

of notice

Holding as a %

of total ordinary

shares on issue as

at 31 March

BlackRock, Inc and related bodies

corporate

21 March 201928,725,4585.007%

The Vanguard Group, Inc18 December 201830,145,1415.254%

The Capital Group Companies, Inc15 June 201829,329,4585.112%

SHAReHoLDeR AND CoMPANy INfoRMATIoN CONTINUED

96Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Principal shareholders
The names and holdings of the twenty largest registered shareholders in the company as at

31 March 2019 were:

Shareholder

1

Ordinary Shares%

HSBC Nominees (New Zealand) Limited 71,736,515 12.5

JPMORGAN Chase Bank 60,286,151 10.5

HSBC Nominees (New Zealand) Limited 59,413,263 10.4

HSBC Custody Nominees (Australia) Limited 52,906,329 9.2

Citibank Nominees (NZ) Ltd 33,353,537 5.8

J P Morgan Nominees Australia Pty Limited 30,293,331 5.3

Tea Custodians Limited 13,085,129 2.3

New Zealand Superannuation Fund Nominees Limited 12,950,583 2.3

Accident Compensation Corporation 12,540,052 2.2

Citicorp Nominees Pty Limited 12,369,954 2.2

National Nominees Limited 11,005,850 1.9

Cogent Nominees Limited 9,176,607 1.6

Custodial Services Limited 8,441,641 1.5

FNZ Custodians Limited 8,092,342 1.4

Custodial Services Limited 6,593,628 1.2

National Nominees New Zealand Limited 6,523,207 1.1

Premier Nominees Limited 5,849,663 1.0

BNP Paribas Noms Pty Ltd 5,572,039 1.0

BNP Paribas Nominees NZ Limited 5,355,664 0.9

JBWERE (NZ) Nominees Limited 4,128,067 0.7

1

In the above table, the shareholding of New Zealand Central Securities Depository Limited (NZCSD) has been

re-allocated to the underlying beneficial owners.

other Group information

Principal activities

The Company is a world-leading designer, manufacturer and marketer of products and systems

for use in respiratory care, acute care, surgery and the treatment of obstructive sleep apnea.

There were no significant changes to the state of affairs of the Company or to the nature of the

Company’s (or its subsidiaries’) principal activities during the year ended 31 March 2019.

Use of company information

We did not receive any notices from directors requesting to use company information received

in their capacity as directors which would not otherwise have been available to them.

Donations

Please refer to Note 5 of the Financial Statements for the Group’s donations in the financial year

to 31 March 2019.

Entries recorded in the interests register

Except for disclosures made elsewhere in this Report, there have been no entries in the

Company’s interests register made during the year ended 31 March 2019.

Other subsidiary company information

No entries were made in the interests register of any subsidiary during the year ended 31 March

2019.

No employee of the Group who is appointed as a director of a Group entity receives or retains

any remuneration or other benefits in his or her capacity as a director. The remuneration and

other benefits of Group employees and former employees totalling $100,000 or more during

the year ended 31 March 2019 are included in the relevant bandings for remuneration disclosed

in the ‘Employee Remuneration’ section of this Report.

During the year ended 31 March 2019, all directors of subsidiaries were full-time employees of

the Group, with the exception of:

a. Tony Carter who is a director of Fisher & Paykel Healthcare Employee Share Purchase

Trustee Limited.

b. Lawrence Gibbons who is a director of Fisher & Paykel Healthcare S.A. de C.V. (Mexico).

c. Alex Koshy who was a director of Fisher & Paykel Healthcare India Private Limited (India)

until 19 January 2019.

Tony Carter and Lawrence Gibbons do not receive any remuneration or other benefits for their

roles as directors of the above subsidiaries. Alex Koshy received $8,510 for his role as a director

of Fisher & Paykel Healthcare India Private Limited.

SHAReHoLDeR AND CoMPANy INfoRMATIoN CONTINUED

97Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

Group structure
All subsidiary companies in the Group are ultimately 100% owned by the Company. The Group

structure and the persons who held office as directors of subsidiary companies at 31 March 2019

are detailed below:

Entities Directors

Fisher & Paykel Healthcare Corporation Limited* Owns:

Fisher & Paykel Healthcare Limited (NZ)*

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel Healthcare Treasury Limited (NZ)*

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel Healthcare Employee Share Purchase

Trustee Limited (NZ)¹

Tony Carter, Lewis Gradon

Fisher & Paykel Healthcare Asia Limited (NZ)

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel Healthcare Americas Investments

Limited (NZ)

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel Healthcare Pty Limited (Australia) Lewis Gradon, Paul Shearer,

David Boyle, Graham Gourd

Fisher & Paykel Healthcare Limited (UK)Lewis Gradon, Paul Shearer,

Nicholas Connolly, Patrick McSweeny

Fisher & Paykel Holdings Inc. (USA)¹Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel do Brasil Ltda (Brazil)Brazilian law does not require

directors. Decision making authority

lies with the directors of its

shareholders.

Fisher & Paykel Healthcare (Guangzhou) Limited (China) Lewis Gradon, Paul Shearer,

David Boyle, Zhiping Hou

Fisher & Paykel Healthcare Limited (Canada)Lewis Gradon, Paul Shearer,

Justin Callahan

Fisher & Paykel Healthcare Limited* (NZ) Owns:

Fisher & Paykel Healthcare Properties Limited (NZ)*

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Fisher & Paykel Healthcare Asia Limited (NZ) Owns:

Fisher & Paykel Healthcare Asia Investments Limited

(NZ)

1

Lewis Gradon, Paul Shearer,

Andrew Somervell

Entities Directors

Fisher & Paykel Healthcare Asia Investments Limited (NZ) Owns:

Fisher & Paykel Healthcare India Private Limited (India)

2

Lewis Gradon, Paul Shearer,

David Boyle, Chris Kamolins

Fisher & Paykel Healthcare K.K. (Japan)Lewis Gradon, Paul Shearer,

Hideo Goto

Fisher & Paykel Healthcare Limited (Hong Kong)Lewis Gradon, Paul Shearer, David

Boyle, Zhiping Hou

Fisher & Paykel Healthcare Americas Investments Limited (NZ) Owns:

Fisher & Paykel Healthcare S.A. de C.V. (Mexico)Lewis Gradon, Andrew Somervell,

Lawrence Gibbons

Fisher & Paykel Healthcare Colombia S.A.S (Colombia)Legal Representatives: Bryan Peterson,

James Tuck

Fisher & Paykel Healthcare Mexico S.A. de C.V. (Mexico)Lewis Gradon, Paul Shearer,

Bryan Peterson

Fisher & Paykel Healthcare Properties S.A. de C.V.

(Mexico)

1

Lewis Gradon, Andrew Somervell,

Jonathan Rhodes

Fisher & Paykel Healthcare Limited (UK) Owns:

Fisher & Paykel Healthcare SAS (France)Lewis Gradon, Paul Shearer,

Patrick McSweeny, Ian Hopkinson

Fisher & Paykel Holdings GmbH (Germany) Ian Hopkinson, Patrick McSweeny,

Kerstin Bille

Fisher & Paykel Healthcare AB (Sweden)Lewis Gradon, Paul Shearer,

Patrick McSweeny, Ian Hopkinson

Fisher Paykel Sağlık Ürünleri Ticaret Limited Şirketi

(Turkey)

Lewis Gradon, Paul Shearer,

Patrick McSweeny

Limited Liability Company Fisher & Paykel Healthcare

(Russia)

Lewis Gradon, Paul Shearer,

Bryan Peterson, Anatoly Filippov

Fisher & Paykel Holdings Inc. (USA) Owns:

Fisher & Paykel Healthcare Inc. (USA)Lewis Gradon, Paul Shearer,

Justin Callahan

Fisher & Paykel Healthcare Distribution Inc. (USA)Lewis Gradon

*

Companies Operating Under a Negative Pledge Deed

1

Tony Barclay retired as a director of these subsidiaries effective 31 May 2018

2

Alex Koshy retired as a director of this subsidiary effective 19 January 2019

SHAReHoLDeR AND CoMPANy INfoRMATIoN CONTINUED

98Fisher & Paykel Healthcare Corporation Limited

Annual Report 2019

20152016201720182019
FINANCIAL

PERFORMANCE

Sales revenue 644.0 818.5 869.5 964.5 1,072.1

Foreign exchange gain (loss) on hedged sales 28.3 (3.0) 24.9 16.3 (1.7)

Total operating revenue 672.3 815.5 894.4 980.8 1,070.4

Gross profit 410.9 521.7 590.4 650.4 715.8

Gross margin 61.1%64.0%66.0%66.3%66.9%

Other income 5.0 5.0 5.0 5.0 5.0

SG&A expenses (180.9) (242.3) (269.3) (290.9) (327.8)

R&D expenses (65.0) (73.3) (86.0) (94.7) (100.4)

Total operating expenses (245.9) (315.6) (355.3) (385.6) (428.2)

Operating profit before financing costs 170.0 211.1 240.1 269.8 292.6

Operating margin 25.3%25.9%26.8%27.5%27.3%

Net financing expense (11.3) (10.3) (1.6) (2.0) (1.4)

Tax expense (45.5) (57.4) (69.3) (77.6) (82.0)

Profit after tax 113.2 143.4 169.2 190.2 209.2

REVENUENorth America 290.7 385.9 433.0 458.5 501.5

By Region and

product group

Europe 223.4 253.7 272.0 297.6 314.6

Asia Pacific 127.2 142.6 154.8 181.0 208.1

Other 31.0 33.3 34.6 43.7 46.2

Hospital products 357.2 436.3 500.4 572.1 642.3

Homecare products 302.0 365.8 381.5 398.1 421.4

Core products subtotal 659.2 802.1 881.9 970.2 1,063.7

Distributed and other products 13.1 13.4 12.5 10.6 6.7

Total operating revenue 672.3 815.5 894.4 980.8 1,070.4

Growth Rates

Reported

Revenue8%21%10%10%9%

Gross Profit12%27%13%10%10%

R&D expenses20%13%17%10%6%

Net Profit after tax17%27%18%12%10%

Growth Rates in

Constant Currency

(1)

Revenue 13%13%14%9%8%

Gross Profit 22%19%17%9%9%

Net Profit Before tax 55%18%21%12%9%

R&D expenses 20%13%17%10%6%

(1)

Constant Currency (CC) removes the impact of exchange rate movements. This approach is used to assess the Group’s underlying comparative financial performance without any distortion from changes in foreign exchange rates. A full

reconciliation for the most recent 3 years and basis of preparation is set out on page 36. The 2015, 2016 and 2017 growth rates in constant currency have been sourced from the 2016 and 2017 annual reports respectively.

99Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FIve yeAR SUMMARy

For the years ended 31 March

All figures in NZ$M (except as otherwise stated)

20152016201720182019
FINANCIAL

POSITION

Property, plant and equipment 367.4 389.6 425.2 476.4 601.4

Total assets 669.8 766.8 878.2 1,025.1 1,206.7

Total liabilities (198.6) (225.1) (216.6) (263.7) (293.5)

Shareholders’ equity 471.2 541.7 661.6 761.4 913.2

Return on assets (%) 24.4%28.0%29.0%28.1%26.1%

Return on equity (%) 36.2%39.7%39.6%37.6%34.8%

Net Debt (including short-term investments) 51.9 44.4 (0.2) (49.9) (54.4)

Gearing Ratio (1) 10.3%7.7%0.0%-7.3%-6.7%

DIVIDENDS AND

EARNINGS PER

SHARE (CENTS PER

SHARE)

Basic shares outstanding at 31 March 557,940,257 563,841,265 567,686,436 571,230,264 573,708,739

Dividends declared

Interim 5.806.708.258.759.75

Final (2) 8.0010.0011.2512.50 13.50

Total ordinary dividends 13.8016.7019.5021.2523.25

Basic earnings per share 20.425.629.933.436.5

Diluted earnings per share 19.925.129.533.036.2

CASH FLOWSNet cash flow from operating activities 146.8 144.6 193.6 247.8 253.3

Free cash flow (3) 92.0 77.1 130.6 149.3 120.0

Dividends paid (47.9) (68.2) (89.4) (102.5) (114.6)

CAPITAL

EXPENDITURE

Plant and equipment 38.1 46.3 44.1 41.8 41.4

Land and buildings 1.2 1.7 3.8 41.4 74.0

Intangible assets14.317.715.115.517.9

Total 53.6 65.763.098.7133.3

Plant & equipment capital expenditure : depreciation ratio 1.4 1.6 1.5 1.3 1.3

(1)

Net interest-bearing debt (debt less cash and cash equivalents and short-term investments) to net interest bearing debt and equity (less hedging reserves).

(2)

Final dividend is paid in the following financial year.

(3)

Free cash flow represents net cash flows from operating activities less capital expenditure.

100Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FIve yeAR SUMMARy CONTINUED

For the years ended 31 March

All figures in NZ$M (except as otherwise stated)

20152016201720182019
PATENT

PORTFOLIO

NUMBERS

US patents 118 138 161 186 222

US patent applications (includes PCTs) (1) 287 329 357 385 427

Non-US patents 496 559 714 870 988

Non-US patent applications (excludes PCTs) (1) 410 582 732 912 1,080

PEOPLE NUMBERSPeople numbers (2) 3,151 3,587 4,112 4,174 4,547

By function:

R&D 433 509 563 572 581

Manufacturing and operations 1,818 1,992 2,405 2,386 2,680

Sales, marketing and distribution 738 907 948 994 1,047

Management and administration 162 179 196 222 239

By region:

New Zealand 1,943 2,142 2,307 2,258 2,416

North America 751 922 1,231 1,314 1,493

Europe 221 258 271 294 303

Rest of World 236 265 303 308 335

EXCHANGE RATES

NZ$ 1 =

AVERAGE DAILY SPOT RATES USD 0.80980.67860.70900.71480.6811

AVERAGE CONVERSION RATES (3) USD 0.78960.72350.69570.68230.6804

EUR 0.52590.57940.59350.59990.6039

GBP 0.49530.47180.48120.50180.5105

AUD 0.85830.90000.91430.92460.9163

CAD 0.81300.87200.87870.92180.8973

JPY 68.2768.3869.6772.3473.21

MXN 10.6810.7112.0912.6213.24

(1)

PCTs (Patent Cooperation Treaty) are unified patent applications across a number of jurisdictions.

(2)

People numbers are represented as full time equivalents.

(3)

Actual exchange rates achieved in delivering or purchasing net foreign currency in relation to the Group’s exposures. The average rate includes hedged, spot and close-out transactions in each year.

101Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

FIve yeAR SUMMARy CONTINUED

For the years ended 31 March

All figures in NZ$M (except as otherwise stated)

ASMAnnual Shareholders’ Meeting
ASXAustralian Stock Exchange

AUDAustralian Dollar

AV RAnnual Variable Remuneration

CEOChief Executive Officer

CFOChief Financial Officer

CODMChief Operating Decision Maker

Companymeans Fisher & Paykel Healthcare

Corporation Limited

Constant Currency is our way to measure performance

of the company without any

distortion from changes in foreign

exchange rates

CPScents per share

CSRCorporate Social Responsibility

DJSMDQTDow Jones US Select Medical

Equipment Total Return Index

DRP the Company’s Dividend

Reinvestment Plan

EBITDAEarnings before interest, tax,

depreciation and amortisation

ERP Enterprise Resource Planning which

is software used to track information

across all departments and business

functions

ESGEnvironmental, Social and

Governance

ESREmployee Share Right

Executive Managementthe Executive Management team as

set out on pages 32 and 33

FDA United States Food & Drug

Administration

FMAFinancial Markets Authority

FTEFull Time Equivalent

FYFinancial Year

GRIGlobal Reporting Initiative

Groupmeans Fisher & Paykel Healthcare

Corporation Limited together with its

subsidiaries

GSTGoods and Services Tax

IFRSInternational Financial Reporting

Standards

IP Intellectual Property

IPRInter Partes Review which is a

procedure for challenging the validity

of a US patent before the US Patent

Trial and Appeal Board

LTIFRLost Time Injury Frequency Rate

LTV RLong Term Variable Remuneration

MSCIMorgan Stanley Capital International

Net DebtDebt less cash and cash equivalents

and short-term investments

NZ GAAPNew Zealand Generally Accepted

Accounting Practice

NZ IAS New Zealand International

Accounting Standards

NZ IFRSNew Zealand Equivalents to

International Financial Reporting

Standards

NZDNew Zealand Dollar

NZXNew Zealand Stock Exchange

OECDOrganisation for Economic

Cooperation and Development

OEMOriginal Equipment Manufacturer

PCTPatent Cooperation Treaty

PSRPerformance Share Right

PTABUnited States Patent Trial and Appeal

Board

QSRQuality, Safety & Regulatory

R&D Research and Development

SDGSustainable Development Goal

SG&A Sales, General and Administrative

STEMScience, Technology, Engineering and

Mathematics

TRIFRTotal Recordable Injury Frequency

Rate

TSRTotal Shareholder Return

UNUnited Nations

USDUnited States Dollar

US ITCUnited States International Trade

Commission

VPVice President

Key medical terms used throughout this Report

COPD Chronic Obstructive Pulmonary

Disease

CPAP Continuous Positive Airway Pressure

GCPGood Clinical Practice

ICUIntensive Care Unit

NICUNeonatal intensive care unit

OSA Obstructive Sleep Apnea

102Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

GLoSSARy

DisclosureDescriptionLocation/Response
GRI 102 General Disclosures

102-1Name of the

organisation

Cover

102-2Activities, brands,

products, and

services

Annual Report: pp. 20–21

102-3Location of

headquarters

Inside back cover

102-4Location of

operations

Annual Report: p. 7

102-5Ownership and legal

form

Annual Report: pp. 44, 96 and 97

102-6Markets servedAnnual Report: p. 7

102-7Scale of the

organisation

Annual Report: pp. 14 and 99–101

102-8Information on

employees and other

workers

Annual Report: pp. 71–75

102-9Supply chainAnnual Report: p. 84

102-10Significant changes

to the organisation

and its supply chain

None, other than the opening of our second

manufacturing facility in Tijuana as described on page

15 of this Annual Report.

102-11Precautionary

Principle or approach

We support a precautionary approach towards

environmental management. While we see little

apparent risk for our own operations, we do see an

opportunity to help our customers manage this risk

through effective product lifecycle management and

sustainable design.

102-12External initiativesBusiness and Industry Advisory Committee (BIAC)

Statement of Tax Principles for International Business

UN Declaration on Human Rights

ILO Declaration on Fundamental Principles and Rights

at Work

DisclosureDescriptionLocation/Response

102-13Membership of

associations

• American Association of Homecare

• American Association of Respiratory Care

• American Chamber of Commerce

• Association for Anaesthetic and Respiratory Device

Suppliers

• Australasian Investor Relations Association

• Australasian Sleep Association

• Australian College of Critical Care Nurses

• Business New Zealand

• Colorectal Society of Australia and New Zealand

• Diversity Works

• Employers and Manufacturers Association

• Guangdong Investment Promotion Association in

China

• International Electrotechnical Commission /Technical

Committee 62

• International Organisation for Standardisation /

Technical Committee 121

• Japan Association of Health Industry Distributors

• Japan Association of Medical Devices Industries

• Latin America New Zealand Business Council

• Medical Technology Association New Zealand

• National Association for Medical Direction of

Respiratory Care

• Sleep Health Foundation

• Sustainable Business Network

• Taipei Medical Instruments Commercial Association

• The Japan Fair Trade Council of the Medical Devices

Industry

Strategy

102-14Statement from

senior decision

maker

Annual Report: pp. 14–19

Ethics and integrity

102-16Values, principles,

standards, and norms

of behaviour

Code of Conduct available online at

www.fphcare.co.nz/corporategovernance

Governance

102-18Governance structureAnnual Report: pp. 84–92

103Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

GRI CoNTeNT INdeX

DisclosureDescriptionLocation/Response
Stakeholder engagement

102-40List of stakeholder

groups

Annual Report: p. 10

102-41Collective bargaining

agreements

Annual Report: p. 71

102-42Identifying

and selecting

stakeholders

Annual Report: p. 10

102-43Approach to

stakeholder

engagement

Annual Report: p. 10

102-44Key topics and

concerns raised

Annual Report: pp. 10–11

Reporting practice

102-45Entities included in

the consolidated

financial statements

Annual Report: p 98

102-46Defining report

content and topic

Boundaries

Annual Report: pp. 10–11

102-47List of material topicsAnnual Report: pp. 10–11

102-48Re-statements of

information

No restatements

102-49Changes in reportingNo significant changes from previous reporting periods.

102-50Reporting periodCover

102-51Date of most recent

report

Annual Report: p. 4

102-52Reporting cycleAnnual reporting cycle

102-53Contact point for

questions regarding

the report

investor@fphcare.co.nz

102-54Claims of reporting in

accordance with the

GRI Standards

Annual Report: p. 10

102-55GRI content indexAnnual Report: pp. 103–104

102-56External assuranceNo external assurance for non-financial disclosures

External assurance for financial statements (See Annual

Report: pp. 67–69)

SPECIFIC STANDARD DISCLOSURES

DisclosureDescriptionLocation/Response

GRI 200 Economic standard series

GRI 103Management approach 2019Annual Report: pp. 16–19, 28

GRI 201: Economic performance

201-1Direct economic value generated

and distributed

Annual Report: pp. 34–69

GRI 205: Anti-corruption

GRI 103Management approach 2019Annual Report: pp. 84–85

205-3Confirmed incidents of corruption

and actions taken

Annual Report: p. 85

GRI 400 Social standard series

GRI 401: Employment

GRI 103Management approach 2019Annual Report: pp. 71–75

401-1New employee hires and

employee turnover

Annual Report: pp. 71–75

GRI 403: Occupational health and safety

GRI 103Management approach 2019Annual Report: pp. 93–94

403-2Types of injury and rates of injury,

occupational diseases, lost days,

and absenteeism, and number of

work-related fatalities

Annual Report: p. 94

GRI 404: Training and education

GRI 103Management approach 2019Annual Report: p. 74

404-1Average hours of training per

year per employee

Annual Report: p. 74

GRI 416: Customer Health and Safety

GRI 103Management approach 2019Annual Report: p. 93

416-2Incidents of non-compliance

concerning the health and safety

impacts of products and services

No instances of non-compliance

with regulations resulting in a

fine, penalty or warning.

GRI 418: Customer Privacy

GRI 103Management approach 2019www.fphcare.com/privacy

418-1Substantiated complaints

concerning breaches of customer

privacy and losses of customer

data

No substantiated complaints

received concerning breaches of

customer privacy.

104Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

GRI CoNTeNT INdeX CONTINUED

DIRECTORY
In New Zealand:

The details of the company’s principal administrative and registered office are:

Physical address: 15 Maurice Paykel Place, East Tamaki,

Auckland 2013, New Zealand

Telephone: +64 9 574 0100

Facsimile: +64 9 574 0158

Postal address: PO Box 14348, Panmure,

Auckland 1741, New Zealand

Internet address: www.fphcare.com

Email: investor@fphcare.co.nz

In Australia:

The details of the company’s registered office are:

Physical address: 19-31 King Street, Nunawading,

Melbourne, Victoria 3131, Australia

Telephone: +61 3 9871 4900

Postal address: PO Box 159, Mitcham,

Victoria 3132, Australia

SHARE REGISTER

In New Zealand:

Link Market Services Limited

Physical address: Level 11, Deloitte Centre,

80 Queen Street, Auckland 1010, New Zealand

Postal address: PO Box 91976,

Auckland 1142, New Zealand

Facsimile: +64 9 375 5990

Investor enquiries: +64 9 375 5998

Internet address: www.linkmarketservices.co.nz

Email: enquiries@linkmarketservices.co.nz

In Australia:

Link Market Services Limited

Physical address: Level 12, 680 George Street,

Sydney, NSW 2000, Australia

Postal address: Locked Bag A14,

Sydney South, NSW 1235, Australia

Facsimile: +61 2 9287 0303

Investor enquiries: +61 2 8280 7111

Internet address: www.linkmarketservices.com.au

Email: registrars@linkmarketservices.com.au

dIReCToRy

105Fisher & Paykel Healthcare Corporation LimitedAnnual Report 2019

Fisher & Paykel Healthcare is a world leader in
medical devices and systems for use in respiratory

care, acute care, surgery and in the treatment of

obstructive sleep apnea.

www.fphcare.com

© 2019 Fisher & Paykel

Healthcare Corporation Limited

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Annual Review
For the year ended 31 March 2019

OPERATING REVENUE 9%

NZ$

1.07

billion

NET PROFIT AFTER TAX

NZ$M 10%

209.2

TOTAL DIVIDEND FOR YEAR

NZCPS FULLY IMPUTED 9%

23.25

GROSS MARGIN

66.9%

HOSPITAL REVENUE GROWTH

NZS$M 12%

642.3

NEW APPLICATION

CONSUMABLES

REVENUE GROWTH

(CONSTANT CURRENCY)

20%

39%

OF OPERATING REVENUE

We are pleased to report on what has been
another successful year for our company

with net profit after tax up 10% to $209.2

million. Of particular note, we were delighted

to achieve the milestone of becoming a

NZ$1 billion company, with operating

revenue of $1.07 billion.

Our consistently improving results are a reflection

of our innovative products, the dedication of our

teams around the world, a culture of continuous

improvement, and the value we offer for

clinicians and patients.

It is now 50 years since Fisher & Paykel’s

prototype respiratory humidifier was first developed.

Fifty years on, we are a substantial business,

operating successfully on the global stage and with a

proven track record. Our product range has grown to

include over 1,400 products and sales have grown

from just $20,000 in 1972 to be over $1 billion now.

Dividend

The Board has approved an increased

final dividend for the year of 13.5cps.

This takes the total dividend for the

financial year to 23.25cps, an increase

of 9% on the previous year.

Our business is structured into two parts – Hospital

and Homecare – both of which delivered revenue

and operating profit growth in FY19. Revenue in our

Hospital product group grew 12% to $642.3 million

and 62% of hospital consumables revenue was

contributed by newer applications for our

technology in the hospital, including Optiflow

TM

nasal

high flow therapy, non-invasive ventilation and

surgical humidification.

Operating revenue in our Homecare product group

grew 6% to $421.4 million during the year. A hiatus in

obstructive sleep apnea (OSA) mask launches since

the successful release of our F&P Brevida

TM

mask in

2016 was offset by a strong contribution from the

successfully completed roll out of our new

SleepStyle

TM

OSA continuous positive airway

pressure (CPAP) system to all major markets, and

from home respiratory support.

Over the past year we were also pleased to launch

neonatal breathing circuits for the F&P 950 heated

humidification system, our new Optiflow 3S nasal

cannula and, more recently, our new Vitera

TM

mask.

Achieving $1 billion in revenue is a milestone for our

company, however, we are not sitting still. We will

continue to build on our strengths and continuously

improve and expand our portfolio of valued solutions

for healthcare providers and patients.

At current exchange rates we expect operating

revenue for the 2020 financial year to be

approximately NZ$1.15 billion and net profit after

tax to be approximately NZ$240 million to

NZ$250 million.

We look forward to continuing to deliver consistent

sustainable growth and value for our communities

and our shareholders for another 50 years and more.


TONY CARTER, CHAIRMAN LEWIS GRADON,

MANAGING DIRECTOR

AND CHIEF EXECUTIVE OFFICER

Dear Shareholder

Lewis Gradon Tony Carter

Results in brief
OPERATING REVENUE

NZ$ MILLIONS

NET PROFIT AFTER TAX

NZ$ MILLIONS

REVENUE BY PRODUCT GROUP

12 MONTHS TO 31 MARCH 2019

REVENUE BY REGION

12 MONTHS TO 31 MARCH 2019

120+

COUNTRIES

Hospital

Homecare

Distributed & Other

North America

Europe

Asia Pacific

Other

60%

1%

39%

47%

29%

20%

4%

1516171819

672.3

815.5

894.4

1,070.4

980.8

1918171615

113.2

143.4

169.2

209.2

190.2

+

INTRODUCED

F&P Vitera

TM

full face mask,

F&P Optiflow

TM

3S nasal cannula,

and new neonatal breathing

circuits for the F&P 950

TM

Heated

Humidification System.

+

CONTINUED

with the global roll-out of our

enterprise resource planning

system (ERP).

+

IMPACTED

the lives of approximately

14 million patients around

the world.

+

COMPLETED

construction of our second

manufacturing facility in Tijuana,

Mexico with operations to

commence during FY20.

+

WELCOMED

Neville Mitchell as a non-executive

director and two new members of

our Executive Management Team;

Lyndal York as CFO and

Marcus Driller as VP-Corporate.

+

AWARDED

two Gold Pins in the

User Experience category at

the NZ Best Design Awards for

F&P InfoSmart

TM

Web and our

F&P Sleepstyle

TM

patient app.

+

PROGRESSED

an exciting product pipeline,

with several new product

launches anticipated.

+

GREW

the body of clinical evidence

supporting the use of Optiflow

nasal high flow, including a key

publication demonstrating

significant benefits for Chronic

Obstructive Pulmonary Disease

(COPD) patients in the home

using our myAirvo

TM

device.

+

INCLUDED

in the FTSE4Good and

Dow Jones Sustainability

Indices for 2018.

HospitalHomecare
For further reading visit:

www.fphcare.co.nz/investor-reports and

https://annualreport.fphcare.com

© 2019 Fisher & Paykel Healthcare Corporation Limited

SHARE REGISTRAR

IN NEW ZEALAND:

Link Market Services Limited

Investor enquiries: +64 9 375 5998

Internet address: www.linkmarketservices.co.nz

Email: enquiries@linkmarketservices.co.nz

IN AUSTRALIA:

Link Market Services Limited

Investor enquiries: +61 2 8280 7111

Internet address: www.linkmarketservices.com.au

Email: registrars@linkmarketservices.com.au

We offer medical devices for use

in the hospital where patients

are receiving invasive and

non-invasive ventilation, nasal

high flow therapy or undergoing

surgery.

Humidity is crucial to respiratory

health and well-being. Our

products incorporate patented

and proprietary technologies

designed to emulate the balance

of temperature and humidity that

occurs naturally in the body. This

approach restores natural

balance and seeks to ensure

optimal outcomes for patients

and their caregivers.

Obstructive sleep apnea (OSA)

occurs when one’s airway

temporarily closes during sleep,

forcing sufferers to wake either

partially or completely to breathe

again. This can occur up to several

hundred times a night, and if left

untreated, can lead to serious

health problems.

Our continuous positive airway

pressure (CPAP) devices and

innovative masks are used to treat

OSA. CPAP therapy keeps the

airway open, and is recognised as a

simple and effective treatment for

OSA.

We also offer products that provide

respiratory support in the home in

the treatment of chronic respiratory

conditions such as chronic

obstructive pulmonary disease.

60%

OF OPERATING REVENUE

39%

OF OPERATING REVENUE

OPERATING REVENUE GROWTH

(NZ$421.4M)

6%

OPERATING REVENUE GROWTH

(NZ$642.3M)

12%

CONSTANT CURRENCY

CONSUMABLE REVENUE GROWTH

FROM NEW APPLICATIONS

20%

OSA FLOW GENERATOR

CONSTANT CURRENCY GROWTH

27%

---

27 May 2019
Results announcement

Results for announcement to the market

Name of issuer Fisher & Paykel Healthcare Corporation Limited

Reporting Period 12 months to 31 March 2019

Previous Reporting Period 12 months to 31 March 2018

Currency NZD


Amount (000s) Percentage change

Revenue from continuing

operations

$1,070,400 +9%

Total Revenue $1,070,400 +9%

Net profit/(loss) from

continuing operations

$209,200 +10%

Total net profit/(loss) $209,200 +10%

Final Dividend

Amount per Quoted Equity

Security

13.50 cents/share

Imputed amount per Quoted

Equity Security

5.25 cents/share

Record Date 14 July 2019

Dividend Payment Date 5 July 2019

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

NZ$1.46 NZ$1.21

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Not applicable

Authority for this announcement

Name of person


authorised

to make this announcement

Marcus Driller

Contact person for this

announcement

Marcus Driller

Contact phone number +64 9 574 0110

Contact email address marcus.driller@fphcare.co.nz

Date of release through MAP


27 May 2019


Audited financial statements accompany this announcement.

---

27 May 2019
Distribution Notice


Section 1: Issuer information

Name of issuer Fisher & Paykel Healthcare Corporation Limited

Financial product name/description Final Dividend

NZX ticker code FPH

ISIN NZFAPE0001S2

Type of distribution


Full Year X Quarterly

Half Year Special

DRP applies

Record date 14 June 2019

Ex-Date 13 June 2019

Payment date 5 July 2019

Total monies associated with the

distribution

$77,450,680

Source of distribution Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution 18.75 cents/share

Total cash distribution 13.50 cents/share

Excluded amount N/A

Supplementary distribution amount 2.3824 cents/share

Section 3: Imputation credits and Resident Withholding Tax

Is the distribution imputed Fully imputed

If fully or partially imputed, please

state imputation rate as % applied

100%

Imputation tax credits per financial

product

5.25 cents/share

Resident Withholding Tax per

financial product

0.9375 cents/share

Section 4: Distribution re-investment plan (if applicable)

Not applicable


Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Marcus Driller

Contact person for this

announcement

Marcus Driller

Contact phone number +64 9 574 0110

Contact email address marcus.driller@fphcare.co.nz

Date of release through MAP 27 May 2019

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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